/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130424.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, April 24, 2013, Vol. 17, No. 112 Headlines ACCESS GROUP: Fitch Affirms 'Bsf' Subordinate Bond Rating ACL SEMICONDUCTORS: Albert Wong & Co. Raises Going Concern Doubt AEMETIS INC: McGladrey LLP Raises Going Concern Doubt AGC INC: Trade Secrets Row Pushes Aviation Parts Co. Into Ch. 11 AGRIPROCESSORS INC: Ct. Rules on Schreiber's Summary Judgment Bid AGRIPROCESSORS INC: Court Nixes Lubicom Summary Judgment Bid ALLIQUA INC: Marcum LLP Raises Going Concern Doubt AMERICA WEST RESOURCES: Can Employ Sidhu Law as Local Counsel AMERICA WEST RESOURCES: Hires Illyssa Fogel as Bankruptcy Counsel AMERICAN AIRLINES: Frequent Flier Suit Tossed in Bankruptcy Court AMPAL-AMERICAN: Trustee Says Firm Should Liquidate AMINCOR INC: Rosen Seymour Raises Going Concern Doubt APPALACHIAN FUELS: 6th Cir. BAP Reinstates Part of WVDEP Claims ARCAPITA BANK: Standard Chartered Disagrees With Plan Term Sheet ASARCO LLC: Grupo Mexico Pulled Back Into Insurer's $12M Suit ATP OIL: Credit Suisse Files Notice of Intent to Credit Bid ATP OIL: Bid to Compel Remittance of ORRI Proceeds Dismissed BEECHCRAFT HOLDINGS: Court Denies Challenge on Afghan Plane Deal BERING EXPLORATION: Offering 4 Million Shares Under Option Plan BIG M INC: Creditors Denied Access to Privileged Docs BIOFUEL ENERGY: Has Until July to Find Buyer for Ethanol Plants BLUEFLY INC: WeiserMazars LLP Raises Going Concern Doubt BLUEJAY PROPERTIES: Has Until April 30 to Propose Chapter 11 Plan BODISEN BIOTECH: Accumulated Losses Prompt Going Concern Doubt BON-TON STORES: Incurs $21.5 Million Net Loss in Fiscal 2013 BOREAL WATER: Patrick Rodgers Raises Going Concern Doubt CAPITOL CITY: Incurs $1.7 Million Net Loss in 2012 CENTRAL EUROPEAN: Ch. 11 Plan Draws Fire From Investor CHEYENNE HOTEL: Hearing Continued to Jul 22; Discovery Due June 21 CHINA PEDIATRIC: Clement C. W. Chan Raises Going Concern Doubt CHINA SHEN: Gets NYSE MKT Listing Non-Compliance Notice CHUKCHANSI GOLD: Note Holders Give Notice of Default to Rabobank COMMONWEALTH GROUP-MOCKSVILLE: Amended Plan Outline Approved CONEXANT SYSTEMS: Disclosure Approved for Soros Acquisition CORMEDIX INC: NYSE MKT Listing Compliance Deadline Extended COSTA BONITA: Creditor Wants Quick Payment or Case Dismissal CREATIVE MEMORIES: Files for Bankruptcy Again CRN CONCEPTS: Case Summary & 20 Largest Unsecured Creditors CSC HOLDINGS: Fitch Assigns 'BB+' Rating to $4.8BB Credit Facility DECISION DIAGNOSTICS: Recurring Losses Cue Going Concern Doubt DETROIT, MI: Emergency Manager Eyes End to Union Bargaining DEWEY & LEBOEUF: Reaches Deal with BofA on $1.6M Microsoft Claims DEX ONE: IRS, et al., File Objections to Plan Confirmation DOGWOOD PROPERTIES: U.S. Trustee Unable to Form Committee DOGWOOD PROPERTIES: Files List of 20 Largest Unsecured Claims DOGWOOD PROPERTIES: Files Schedules of Assets and Liabilities DOLE FOOD: Debt Facility Increase No Impact on Moody's 'B1' CFR DOW CORNING: 6th Cir. Issues Amended Opinion on Time Value Credits DYNEGY INC: Wants Claims Objection Deadline Extended Thru Oct. 14 EAGLE RECYCLING: In Chapter 11 While Searching for Buyer EAGLE RECYCLING: Meeting of Creditors on May 29 EASTMAN KODAK: Seeks Court Approval of Kyocera Settlement EASTMAN KODAK: Seeks Approval to Settle $5.25-Mil. Tax Deficiency ECOSPHERE TECHNOLOGIES: EES Has Exclusive License of Ozonix EMS FINANCIAL: District Court to Hear Lawsuit Against Insurer ENERGYSOLUTIONS INC: Gets Regulatory OKs to Effectuate Merger ENOVA SYSTEMS: PMB Helin Donovan Raises Going Concern Doubt ENTERTAINMENT PUBLICATIONS: Sells for $17.6MM in Ch. 7 Auction ESCARENT ENTITIES: 5th Cir. Won't Reverse Sale of Smyth Claims EXODUS COMMS: German Administrator Advised to Seek Chapter 15 FIRST QUANTUM: S&P Puts 'B+' Rating on CreditWatch Developing FIRST SECURITY: Ulysses Management Owned 9.6% Stake at April 11 FISKER AUTOMOTIVE: House Hearing on "Bad Bet on Fisker" Today FLYING J: Raid Focuses on Incentive Practices FRANK PARSONS: Trustee Suit vs. International Paper Still Open FREDDIE MAC: Blocking Taylor Bean Probe, Bank of America Says FREESEAS INC: Court Approves Another Settlement with Hanover FREESEAS INC: Hanover Holdings Disclosed 9.8% Stake at April 17 FULLER BRUSH: Court Confirms Joint Chapter 11 Plan GEOGLOBAL RESOURCES: Gets NYSE MKT Delisting Notice GEOPETRO RESOURCES: Burr Pilger Raises Going Concern Doubt GIGGLES N HUGS: De Joya Griffith Raises Going Concern Doubt GLOBALSTAR INC: Sr. Noteholders Extend Forbearance to April 29 GMX RESOURCES: Accused of Hijacking Bankruptcy With $50M Loan GRANDPARENTS.COM INC: Daszkal Bolton Raises Going Concern Doubt GUIDED THERAPEUTICS: Ships Initial Edition 3 CE Marked LuViva(R) HAMPTON ROADS: Posts $1.9 Million Net Income in First Quarter HAYDEL PROPERTIES: Banks Object to Amended Disclosures HD SUPPLY: Incurs $713 Million Net Loss in Fourth Quarter HIGH PLAINS: Signs Agreement and Plan of Merger with Chama HORNE INTERNATIONAL: Incurs $1.6-Mil. Net Loss in 2012 IBIO INC: Gets NYSE MKT Listing Non-Compliance Notice INNER HARBOR: $1.2B Project Developer Accused of Collusion INTELSAT SA: Now Known as "Intelsat Investments S.A" J.C. PENNEY: Working With AlixPartners on Cost Savings JANICE DICKINSON: Supermodel Files for Bankruptcy K-V PHARMACEUTICAL: Second Amended Plan Filed KAHN FAMILY: South Carolina Real Estate Developer in Chapter 11 KAMBOJ LLC: Voluntary Chapter 11 Case Summary KIT DIGITAL: PE Firms Swoop on Company in Prepack Bankruptcy KO-KAUA OHANA: Plan Filing Exclusivity Ends April 30 KREMER FAMILY: Case Summary & 20 Largest Unsecured Creditors KSS HOLDINGS: S&P Gives 'B+' CCR & Rates $470MM Secured Debt 'B+' LDK SOLAR: Subsidiary to Sell LDK Hefei for RMB 120 Million LEHMAN BROTHERS: Hits FHLB Cincinnati with $64M Suit Over Swaps LEHMAN BROTHERS: LBI Wins OK to Settle $44-Bil. in Claims LEHMAN BROTHERS: Proposes to Sell LB Rose Properties LEHMAN BROTHERS: Court Approves Accord With Liberty Square LEHMAN BROTHERS: LBI May Allocate $15.2BB for Customers LEO MOTORS: John Scrudato CPA Raises Going Concern Doubt LIME ENERGY: Gets NASDAQ Listing Non-Compliance Notice LIQUIDNET HOLDINGS: S&P Gives 'B' ICR & Rates $150MM Debt 'B' LLS AMERICA: 4 Individuals Fined for Discovery Non-Compliance LORUS THERAPEUTICS: Incurs C$1.4-Mil. Net Loss in Fiscal 2013 Q3 ME CAL INC: Case Summary & 20 Largest Unsecured Creditors MERCANTIL COMMERCEBANK: Fitch Affirms 'BB/B' Issuer Default Rating MF GLOBAL: Ch.11 Trustee Sues Corzine, 2 Others Over Collapse MF GLOBAL: Judge Axes 'Frivolous' $35-Mil. Claim MINT LEASING: Lowers Net Loss to $239K in 2012 MOMENTIVE SPECIALTY: Amends $134MM Sr. Notes Resale Prospectus MOMENTIVE PERFORMANCE: Amends $525.6MM Notes Resale Prospectus MOORE FREIGHT: Has Until April 26 to File Chapter 11 Plan MUNICIPAL CORRECTIONS: Wants to Use Cash Collateral Until June MUNICIPAL CORRECTIONS: Hearing on Case Dismissal Set for May 9 MUNICIPAL CORRECTIONS: Plan Filing Extension Hearing on May 9 N-VIRO INTERNATIONAL: UHY LLP Raises Going Concern Doubt NEW ENERGY: Gets NYSE MKT Form 10-K Delinquency Letter NEW ENTERPRISE STONE: S&P Raises CCR to 'CCC'; Outlook Developing NMH ENTERPRISES: Voluntary Chapter 11 Case Summary NORTEL NETWORKS: European Units Appeal Venue Decision OCD LLC: Section 341(a) Meeting Adjourned to May 1 OCD LLC: Files Schedules of Assets & Liabilities ORBITAL SCIENCES: Moody's Says Antares Success is Credit Positive OVERSEAS SHIPHOLDING: Stock Drops When Execs Permitted to Sell PATRIOT COAL: Noteholders Respond to Objections to Trustee Motion PATRIOT COAL: E&Y Employment to Include Retirement Plan Audit Svs PATRIOT COAL: Salaried Retirees Can Retain DEM and SCCA as Counsel PGA FLYOVER: Section 341(a) Meeting Scheduled for May 14 POWIN CORP: Anton & Chia Raises Going Concern Doubt PLAZA VILLAGE: No Committee of Unsecured Creditors Appointed PROMMIS HOLDINGS: Sec. 341 Meeting of Creditors Tomorrow RACKWISE INC: Incurs $9.6-Mil. Net Loss in 2012 READER'S DIGEST: Committee Objects to Disclosure Statement READER'S DIGEST: Wants to Hire Duff & Phelps as Valuation Advisor RENZO RENZI: Creditor Fails to Thwart Future Bankruptcy Filings REPUBLIC PLAZA: Voluntary Chapter 11 Case Summary RESIDENTIAL CAPITAL: 'Cautiously Optimistic' on Plan Deal REVEL AC: Official Creditors' Committee Disbanded REVEL AC: Bankruptcy Professionals Hiring Approved REVEL AC: Seeks to Employ E&Y as Auditor and Tax Advisor REVSTONE INDUSTRIES: Greenwood Plant to Be Auctioned May 23 RG STEEL: Court Extends Plan Filing Exclusivity to July 25 RG STEEL: Wins Court Approval of CaremarkPCS Settlement RG STEEL: Asks Court to Approve Agreement With AMG Resources RITE AID: Jean Coutu Lowered Equity Stake to 11.7% at April 15 SABERHAGEN HOLDINGS: Voluntary Chapter 11 Case Summary SAN BERNARDINO, CA: Votes to Pay CalPERS, Not Bondholders SCHOOL SPECIALTY: Hearing Delayed by Ch. 11 Plan Changes SEAWORLD PARKS: S&P Alters Outlook to Positive Following IPO SEVEN SEAS: Greed Drove CIBC to Back Failed $45MM Oil Well SHOTWELL LANDFILL: In Chapter 11; Creditors' Meeting May 20 SIERRA NEGRA: Hearing on Exclusivity Extension Set for May 22 SINCLAIR BROADCAST: Unit Signs Employment Agreement with COO SOURCE COMMUNICATIONS: Voluntary Chapter 11 Case Summary STAFFORD RHODES: Plan Confirmation Hearing Adjourned to May 8 START SCIENTIFIC: Morrill & Associates Raises Going Concern Doubt STEREOTAXIS INC: William Mills Named Interim CEO T-L CHEROKEE: Has Court Okay to Employ Crane Heyman as Attorneys T-L CHEROKEE: Hires Burke Warren Mackay as Special Counsel T-L CHEROKEE: Files Schedules of Assets and Liabilities TALON INTERNATIONAL: Comvest Plans to Buy All Shares for $24.9MM TAYLOR BEAN: Marroquins Suit Goes to Florida Bankruptcy Court THQ INC: Liquidating Chapter 11 Plan Has Up to 51.9% TPF GENERATION: Moody's Rates $425MM Loan 'B2' & $30MM Loan 'B1' TRANSFIRST HOLDINGS: Loan Repricing No Impact on Moody's B3 CFR TRAVELPORT HOLDINGS: Completes Comprehensive Refinancing Plan TRIBUNE CO: Koch Brothers Reportedly Has Interest TWL CORP: 5th Cir. Vacates Order Dismissing Employee Suit UMAMI SUSTAINABLE: Incurs $1.0-Mil. Net Loss in Fiscal 2013 Q2 URBI DESARROLLOS: Skips $6.4MM Interest Payment USA BROADMOOR: Section 341(a) Meeting Scheduled for May 16 USA COMMERCIAL: 9th Cir. Clears Deloitte From Trust's Claims VAQUERIA BRISAS: Case Summary & 20 Largest Unsecured Creditors VTE PHILADELPHIA: Can Hire Nachamie Spizz Cohen as Counsel WINTRUST FINANCIAL: Fitch Assigns 'B+' Preferred Stock Rating WOODFLAME INC: Case Summary & 9 Largest Unsecured Creditors XTREME OIL: Incurs $70,400 Net Loss in 2012 YARWAY CORP: Files for Chapter 11 to Deal With Asbestos Claims YARWAY CORP: Proposes Logan & Co. as Claims & Notice Agent * Fitch Reports Lower U.S. Credit Card Chargeoffs & Delinquencies * Moody's Updated Outlook on U.S. REITs is Stable * Three Bank Failures Bring Total in 2013 to Eight * Bankruptcy Task Force Lays Out Ethics "Best Practices" * Utah Bankruptcies Down in 1st Quarter, But Struggles Linger * Appellate Court Overturns $45-Mil. Class Settlement * Bankruptcy Court Likely Not a 'Court of the United States' * Calif. Ruling Protects Brokers From Disgruntled Outsiders * In Pippen Defamation Suit, 7th Circ. Considers Recklessness * Banker Groups Sue Treasury, IRS over Account Reporting Rule * Cantor Fitzgerald Gets Hedge Fund Investors' Claims Pared * DLA Piper Settles Fee Suit After Release of E-mails * Fifth Third Defies Trend with Loan Growth * Regulators Worry Mortgage REITs Pose Threat to Financial System * S&P Early Victory in U.S. Fraud Suit Seen as Unlikely * S&P Seeks Dismissal of U.S. Civil Suit Over Mortgage Debt Rating * SEC Set to Fill Key Post * FASB Issues Standard on Liquidation Basis of Accounting * Bankruptcy Lawyer Leonard H. Simon Named Top Attorney in TX * Jackson Walker Picks Up 2 Bankruptcy Pros in Dallas * Leonard H. Simon Gets Martindale-Hubbell AV Preeminent Rating * Upcoming Meetings, Conferences and Seminars ********* ACCESS GROUP: Fitch Affirms 'Bsf' Subordinate Bond Rating --------------------------------------------------------- Fitch Ratings affirms the senior student loan bonds at 'AAAsf' and subordinate bonds at 'Bsf' issued by Access Group, Inc. under the 2002 Indenture of Trust. The Rating Outlook for the senior notes, which is tied to the sovereign rating of the U.S. government, remains Negative, while the Rating Outlook for the subordinate note remains Stable. Fitch used its 'Global Structured Finance Rating Criteria', and 'Rating U.S. Federal Family Education Loan Program Student Loan ABS' to review the ratings. Key Rating Drivers The ratings for the senior and subordinate notes were affirmed based on the sufficient level of credit enhancement to cover the applicable risk factor stresses. Credit enhancement for the senior notes consists of overcollateralization, subordination provided by the class B note, and projected minimum excess spread, while the subordinated notes benefit from projected excess spread only. Rating Sensitivities Since FFELP student loan ABS rely on the U.S. government to reimburse defaults, 'AAAsf' FFELP ABS ratings will likely move in tandem with the 'AAA' U.S. sovereign rating. Aside from the U.S. sovereign rating, defaults and basis risk account for the majority of the risk embedded in FFELP student loan transactions. Additional defaults and basis shock beyond Fitch's published stresses could result in future downgrades. Likewise, a buildup of credit enhancement driven by positive excess spread given favorable basis factor conditions could lead to future upgrades. Fitch has affirmed these ratings: Access Group, Inc. Federal Student Loan Asset-Backed Notes, issued under the 2002 Indenture of Trust: -- 2002-1 A-2 at 'AAAsf'; Outlook Negative; -- 2002-1 A-3 at 'AAAsf'; Outlook Negative; -- 2002-1 A-4 at 'AAAsf'; Outlook Negative; -- 2003-1 A-2 at 'AAAsf'; Outlook Negative; -- 2003-1 A-3 at 'AAAsf'; Outlook Negative; -- 2003-1 A-4 at 'AAAsf'; Outlook Negative; -- 2003-1 A-5 at 'AAAsf'; Outlook Negative; -- 2003-1 A-6 at 'AAAsf'; Outlook Negative; -- 2004-1 A-1 at 'AAAsf'; Outlook Negative; -- 2004-1 A-2 at 'AAAsf'; Outlook Negative; -- 2004-1 A-3 at 'AAAsf'; Outlook Negative; -- 2004-1 A-4 at 'AAAsf'; Outlook Negative; -- 2004-1 A-5 at 'AAAsf'; Outlook Negative; -- 2002-1 B at 'Bsf'; Outlook Stable; -- 2003-1 B at 'Bsf'; Outlook Stable; -- 2004-1 B at 'Bsf'; Outlook Stable. ACL SEMICONDUCTORS: Albert Wong & Co. Raises Going Concern Doubt ---------------------------------------------------------------- ACL Semiconductors Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Albert Wong & Co., LLP, in Hong Kong, expressed substantial doubt about ACL Semiconductors' ability to continue as a going concern, citing the Company's accumulated deficit of $3.5 million as of Dec. 31, 2012. The Company reported a net loss of $4.9 million on $161.4 million of sales in 2012, compared with a net loss of $1.7 million on $368.9 million of sales in 2011. The Company's balance sheet at Dec. 31, 2012, showed $35.7 million in total assets, $37.0 million in total liabilities, and astockholders' deficit equity of $1.3 million. A copy of the Form 10-K is available at http://is.gd/0ivNzk Based in Kowloon, Hong Kong, ACL Semiconductors Inc. was incorporated under the laws of the State of Delaware on Sept. 17, 2002. The Company has been primarily engaged in the business of distribution of memory products mainly under the "Samsung" brand name. AEMETIS INC: McGladrey LLP Raises Going Concern Doubt ----------------------------------------------------- Aemetis, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. McGladrey LLP, in Des Moines, Iowa, expressed substantial doubt about Aemetis, Inc.'s ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and its cash flows from operations are not sufficient to cover debt service requirements. The Company reported a net loss of $4.3 million on $189.0 million of revenues in 2012, compared with a net loss of $18.3 million on $141.9 million of revenues in 2011. According to the regulatory filing, on July 6, 2012, the Company acquired Cilion, Inc., through a merger. The excess of the fair value of the assets acquired gave rise to a gain on bargain purchase accounting of $42.3 million for the year ended Dec. 31, 2012. As a result of the July 6, 2012 Cilion merger financing, the Company incurred certain placement, redemption and waivers fees in exchange for extending the maturities of certain Existing Notes. These changes in debt amounts resulted in the implementation of extinguishment accounting. $9.1 million in net extinguishment losses resulted from: (i) the recognition of placement fees and unamortized debt issuance costs, and (ii) the recognition of Notes and redemption fees at fair value. The Company's balance sheet at Dec. 31, 2012, showed $96.9 million in total assets, $93.4 million in total liabilities, and stockholders' equity of $3.5 million. A copy of the Form 10-K is available at http://is.gd/TOKgvA Cupertino, Calif.-based Aemetis, Inc., isan international renewable fuels and specialty chemical company focused on the production of advanced fuels and chemicals and the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products and convert first- generation ethanol and biodiesel plants into advanced biorefineries. AGC INC: Trade Secrets Row Pushes Aviation Parts Co. Into Ch. 11 ---------------------------------------------------------------- Brian Mahoney of BankruptcyLaw360 reported that Connecticut-based aviation component manufacturer AGC Inc. announced Friday it has filed for Chapter 11 and entered into a $5.7 million stalking horse asset sales agreement, saying the 2008 recession and costly trade secrets litigation with an ex-employee sapped its finances. Headquartered in Meriden, Connecticut, AGC Inc. -- http://www.agcincorporated.com-- manufactures and repairs precision components and assemblies for the aerospace industry. AGC had $16.6 million in revenue during the most recent fiscal year, ending February 28, 2013. AGC filed a Chapter 11 petition (Bankr. D. Conn. Case No. 13- 30681) on April 16, 2013, in New Haven, Connecticut. Eric S. Goldstein, Esq., and Kathleen M. LaManna, Esq., at Shipman & Goodwin LLP, serve as counsel to the Debtor. The Debtor estimated assets and debts of $1,000,001 to $10,000,000. AGRIPROCESSORS INC: Ct. Rules on Schreiber's Summary Judgment Bid ----------------------------------------------------------------- In the adversary complaint JOSEPH E. SARACHEK, in his capacity as CHAPTER 7 TRUSTEE of AGRIPROCESSORS INC. v. DANIEL SCHREIBER, Adv. Proc. No. 10-09202, the Trustee sought to recover $115,624 the Defendant received from Agriprocessors as preferential or fraudulent transfers. The Defendant, the proprietor of a catering business, made two loans totaling $400,000 to Agriprocessors in the year leading up to the Debtor's bankruptcy. The Defendant argues the Trustee's Complaint fails as a matter of law and that he is entitled to summary judgment on his affirmative defenses. The Defendant claims that the transfers fall within the "ordinary course of business" defense of Sec. 547(c)(2) of the Bankruptcy Code. On review, Chief Judge Thad J. Collins noted that the record is not clear whether providing the financing was within the Defendant's ordinary course of business. Absent this evidence, the Court cannot grant summary judgment to the Defendant, the judge said. The Defendant relied on the "new value" exception of Sec. 547(c)(4). He argues the second loan he gave to Agriprocessors in August 2008 followed the first loan and provided new value which falls under the statutory exception. According to Judge Collins, "In order to mitigate recovery, the Defendant must prove that he gave new value after receiving a transfer -- not that the Defendant received a transfer after giving new value. . . . It is certain that Defendant has not carried his burden of showing he is entitled to summary judgment here." Accordingly, Judge Collins granted the Defendant's motion for summary judgment on his fraudulent transfers, but denied the Defendant's motion for summary judgment on his affirmative statutory defenses to the Trustee's preferential transfer complaint. A copy of the Bankruptcy Court's March 27, 2013 Order is available at http://is.gd/TItcPNfrom Leagle.com. About Agriprocessors Inc. Headquartered in Postville, Iowa, Agriprocessors once produced half the kosher beef and 40% of the kosher poultry in the U.S. It filed for bankruptcy following a raid by immigration authorities in May 2008 on the plant in Postville, Iowa, where 389 workers were arrested for having forged immigration documents. The raid led to numerous federal criminal charges, including a high-profile case against Agriprocessors' President, Sholom Rubashkin. The Company filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 08-47472) on Nov. 4, 2008. The case was later transferred to Iowa (Bankr. N.D. Iowa Case No. 08-02751). Kevin J. Nash, Esq., at Finkel Goldstein Rosenbloom & Nash, represented the Company in its restructuring effort. The Debtor estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SHF Industries Inc. purchased substantially all of the Debtor's assets for $8.5 million in July 2009, and renamed the company Agri Star. The Court approved the sale free and clear of all liens. Agriprocessors' case was then converted to liquidation under Chapter 7, at the consent of the Chapter 11 trustee appointed to take over the estate. The Chapter 11 trustee became the trustee in the Chapter 7 case to liquidate the Debtor's remaining assets and provide distributions to creditors. AGRIPROCESSORS INC: Court Nixes Lubicom Summary Judgment Bid ------------------------------------------------------------ In the lawsuit JOSEPH E. SARACHEK, in his capacity as CHAPTER 7 TRUSTEE of Agriprocessors Inc., Plaintiff v. LUBICOM, LLC, Defendant, Adv. Proc. No. 10-09129, Judge Thad J. Collins concluded the Trustee has shown a genuine issue of material facts exists as to whether certain disputed payments meet the criteria for the contemporaneous exchange of new value defense, the ordinary course of business defense, or the subsequent new value defense. The Trustee seeks to avoid $60,000 in payments Agriprocessors made to the Defendant as preferential transfers as the payments were made in the 90-day period before the Debtor filed for bankruptcy. The Defendant moved for partial summary judgment, arguing that the affirmative defenses under Sec. 547(c) of the Bankruptcy Code are established as a matter of law and limit the Trustee's recovery to, at most, $6,900. Based on its findings, the Bankruptcy Court denied the Defendant's motion for summary judgment. A copy of the March 29, 2013 Order is available at http://is.gd/4OzVpLfrom Leagle.com. About Agriprocessors Inc. Headquartered in Postville, Iowa, Agriprocessors once produced half the kosher beef and 40% of the kosher poultry in the U.S. It filed for bankruptcy following a raid by immigration authorities in May 2008 on the plant in Postville, Iowa, where 389 workers were arrested for having forged immigration documents. The raid led to numerous federal criminal charges, including a high-profile case against Agriprocessors' President, Sholom Rubashkin. The Company filed a Chapter 11 petition (Bankr. E.D.N.Y. Case No. 08-47472) on Nov. 4, 2008. The case was later transferred to Iowa (Bankr. N.D. Iowa Case No. 08-02751). Kevin J. Nash, Esq., at Finkel Goldstein Rosenbloom & Nash, represented the Company in its restructuring effort. The Debtor estimated assets and debts of $100 million to $500 million in its Chapter 11 petition. SHF Industries Inc. purchased substantially all of the Debtor's assets for $8.5 million in July 2009, and renamed the company Agri Star. The Court approved the sale free and clear of all liens. Agriprocessors' case was then converted to liquidation under Chapter 7, at the consent of the Chapter 11 trustee appointed to take over the estate. The Chapter 11 trustee became the trustee in the Chapter 7 case to liquidate the Debtor's remaining assets and provide distributions to creditors. ALLIQUA INC: Marcum LLP Raises Going Concern Doubt -------------------------------------------------- Alliqua, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 Marcum LLP, in New York, N.Y., expressed substantial doubt about Alliqua, Inc.'s ability to continue as a going concern, citing the Company's significant operating losses. The Company reported a net loss of $4.9 million on $1.2 million of revenue in 2012, compared with a net loss of $13.9 million on $1.8 million of revenue in 2011. According to the regulatory filing, the Company recorded an impairment charge of $9.4 million to write down the carrying value of the goodwill associated with the HepaLife Biosystems, Inc. subsidiary, to its estimated fair value of zero. There was no tax benefit associated with the impairment. The Company's balance sheet at Dec. 31, 2012, showed $13.7 million in total assets, $1.6 million in total liabilities, and stockholders' equity of $12.1 million. A copy of the Form 10-K is available at http://is.gd/a9Ostb Alliqua, Inc., develops, manufactures and markets high water content, electron beam cross-linked, aqueous polymer hydrogels, or gels, used for wound care, medical diagnostics, transdermal drug delivery and cosmetics. The Company is based in New York City. AMERICA WEST RESOURCES: Can Employ Sidhu Law as Local Counsel ------------------------------------------------------------- America West Resources Inc. sought and obtained permission from the U.S. Bankruptcy Court to employ Sidhu Law Firm, LLC, as local counsel for the Debtors, so Sidhu can serve as local counsel for restructuring counsel Flaster/Greenberg P.C. The firm will, among other things: (i) assist as local counsel for Flaster/Greenberg; (ii) present Flaster/Greenberg to the local jurisdictions; and (iii) apply for pro hac admissions as necessary for Flaster/Greenberg. John Chapman attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The Debtors agreed to immediately pay a deposit to Sidhu's general accounts an initial retainer in the amount of $10,000 as an advance against fees, costs and expenses. Sidhu's current rate for attorney's fees is $350 per hour and for paralegals is $120 per hour. All of the rates are adjusted annually and the annual adjustment will apply to this engagement. About America West Based in Salt Lake City, Utah, America West Resources Inc. is a domestic coal producer engaged in the mining of clean and compliant (low-sulfur) coal. The majority of the Company's coal is sold to utility companies for use in the generation of electricity. America West Resources and three affiliates sought Chapter 11 protection (Bankr. D. Nev. Case Nos. 13-50201 to 13-50204) on Feb. 1, 2013, in Reno, Nevada. Nevada Bankruptcy Judge Bruce A. Markell on Feb. 5, 2013, entered an order transferring the bankruptcy case from Reno to Las Vegas. America West disclosed assets of $18.3 million and liabilities of $35.5 million as of Dec. 31, 2012. America West has tapped the law firm of Flaster/Greenberg P.C. as reorganization counsel; the Law Office of Illyssa I. Fogel as bankruptcy counsel; and consulting firm CFCC Partners, LLC, as financial advisor. AMERICA WEST RESOURCES: Hires Illyssa Fogel as Bankruptcy Counsel ----------------------------------------------------------------- America West Resources Inc. sought and obtained permission from the U.S. Bankruptcy Court to employ Law Office of Illyssa I. Fogel as bankruptcy counsel to the Debtors. The Debtor requires bankruptcy counsel to: a. give the Debtors legal advice with respect to their rights, powers, obligations, and duties as Debtors; b. assist the Debtors in the investigation of assets, liabilities, and financial conditions, and any other matter relevant to the cases or to the formulation of a plan or plans; c. prepare, on behalf of the Debtors, all necessary applications, motions, orders, reports, or other papers or documents in connection with the administration of the Debtors' estates, and appear on behalf of the Debtors at all proceedings in connection with the Debtors' cases; and d. advise the Debtors concerning the requirements of the Bankruptcy Code and Rules relating to the operation of the business of the estates. The firm attests it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The firm was given a retainer of $24,852 for this case, $12,412 of which was earned prepetition for pre-filing advice, and for preparing the petitions and other filing documents and paying the filing fees. The firm's rates are: Professional Rates ------------ ----- Illyssa I. Fogel (Attorney) $400 per hour Jacinda Gibson-Ashby (Paralegal) $185 per hour About America West Based in Salt Lake City, Utah, America West Resources Inc. is a domestic coal producer engaged in the mining of clean and compliant (low-sulfur) coal. The majority of the Company's coal is sold to utility companies for use in the generation of electricity. America West Resources and three affiliates sought Chapter 11 protection (Bankr. D. Nev. Case Nos. 13-50201 to 13-50204) on Feb. 1, 2013, in Reno, Nevada. Nevada Bankruptcy Judge Bruce A. Markell on Feb. 5, 2013, entered an order transferring the bankruptcy case from Reno to Las Vegas. America West disclosed assets of $18.3 million and liabilities of $35.5 million as of Dec. 31, 2012. America West has tapped the law firm of Flaster/Greenberg P.C. as reorganization counsel; the Law Office of Illyssa I. Fogel as bankruptcy counsel; and consulting firm CFCC Partners, LLC, as financial advisor. AMERICAN AIRLINES: Frequent Flier Suit Tossed in Bankruptcy Court ----------------------------------------------------------------- Maria Chutchian of BankruptcyLaw360 reported that a New York bankruptcy judge on Monday threw out a putative class action against AMR Corp. over changes to a frequent flier reward program, saying the claims are barred because an earlier settlement granted AMR broad authority to alter the program. According to the report, U.S. Bankruptcy Judge Sean H. Lane said the allegations brought by lead plaintiffs Karen Ross and Steven Edelman can't stand because they were class members in a 1995 case in Illinois, American Airlines v. Wolens, that challenged modifications to the American Airlines Inc. rewards program. About American Airlines AMR Corp. and its subsidiaries including American Airlines, the third largest airline in the United States, filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so-called U.S. legacy airlines to seek court protection from creditors. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. AMR and US Airways Group, Inc., on Feb. 14, 2013 announced a definitive merger agreement under which the companies will combine to create a premier global carrier, which will have an implied combined equity value of approximately $11 billion. The deal is subject to clearance by U.S. and foreign regulators and by the bankruptcy judge overseeing AMR's bankruptcy case. Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by AMR Corp. and its affiliates. (http://bankrupt.com/newsstand/or 215/945-7000). AMPAL-AMERICAN: Trustee Says Firm Should Liquidate ---------------------------------------------------- Katy Stech at Dow Jones' DBR Small Cap reports the new leader in charge of struggling Ampal-American Israel Corp., which invests in energy and transportation projects throughout the Middle East, told a bankruptcy judge that the company has little hope of emerging from bankruptcy protection and should focus on selling its investments instead. Michael Luskin, a bankruptcy lawyer in New York, was picked to serve as Chapter 11 trustee for Ampal-American Israel Corp. Mr. Luskin is a partner at Luskin Stern & Eisler LLP. The bankruptcy judge called for a trustee rather than approve a request by the creditors' committee to name a chief restructuring officer. The judge said that following the committee's bidding would improperly interfere with the rights of controlling shareholder Yousef Maiman, who opposed changing the board composition and having an CRO. About Ampal-American Ampal-American Israel Corporation -- http://www.ampal.com/-- acquired interests primarily in businesses located in Israel or that are Israel-related. Ampal-American filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-13689) on Aug. 29, 2012, to restructure the Company's Series A, Series B and Series C debentures. Bankruptcy Judge Stuart M. Bernstein presides over the case. Ampal-American sought bankruptcy protection in the U.S. because bankruptcy laws in Israel would lead to the Company's liquidation. Michelle McMahon, Esq., at Bryan Cave LLP, serves as the Debtor's counsel. Houlihan Lokey serves as investment banker. The petition was signed by Irit Eluz, chief financial officer, senior vice president. The Company scheduled $290,664,095 in total assets and $349,413,858 in total liabilities. A three-member official committee of unsecured creditors is represented by Brown Rudnick as counsel. AMINCOR INC: Rosen Seymour Raises Going Concern Doubt ----------------------------------------------------- Amincor, Inc., filed on April 17, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Rosen Seymour Shapss Martin & Company, in New York, N.Y. expressed substantial doubt about Amincor's ability to continue as a going concern, citing the Company's recurring net losses from operations and working capital deficit of $21.2 million as of Dec. 31, 2012. The Company reported a net loss of $33.2 million on $52.3 million of revenues in 2012, compared with a net loss of $23.1 million on $62.3 million of revenues in 2011. According to the regulatory filing, the primary reason for the increase in net loss in 2012 was due to the impairment of goodwill and intangible assets related to BPI, Tyree and EQS of approximately $21.4 million, the lower gross profit of approximately $4.9 million in 2012, which was partially offset by approximately $7.9 million in higher discontinued losses in 2011 and by reductions in SG&A expenses of approximately $8.3 million. The Company's balance sheet at Dec. 31, 2012, showed $35.4 million in total assets, $33.6 million in total liabilities, and stockholders' equity of $1.8 million. A copy of the Form 10-K is available at http://is.gd/DvPPsv New York, N.Y.-based Amincor, Inc., is a holding company operating through its operating subsidiaries Baker's Pride, Inc., Environmental Holding Corp. and Tyree Holdings Corp. Additionally, Amincor Contract Administrators, Inc., and Amincor Other Assets, Inc., are subsidiaries with minimal operations. BPI is a producer of bakery goods. Environmental Holding Corp., through its wholly owned subsidiary, Environmental Quality Services, Inc. ("EQS"), provides environmental testing services in the northeast United States. Tyree Holdings Corp. is currently one of the largest multi-faceted retail petroleum and environmental services providers of the Northeast and Mid-Atlantic regions of the United States. Tyree services over 3,000 gas stations from Maine to Maryland. APPALACHIAN FUELS: 6th Cir. BAP Reinstates Part of WVDEP Claims --------------------------------------------------------------- The United States Bankruptcy Appellate Panel, Sixth Circuit, affirmed, in part, and vacated and remanded, in part for further proceedings, a bankruptcy court ruling that denied an application for administrative expenses filed by the West Virginia Department of Environmental Protection against debtor-affiliates Appalachian Premium Fuels, LLC, and Appalachian Fuels, LLC. The bankruptcy court denied WVDEP's administrative expense claims in their entirety after addressing the threshold question of whether one or both of these affiliated debtors should be held jointly and severally liable for the reclamation obligations of a third affiliated debtor. WVDEP issued mining permits and National Pollutant Discharge Elimination System permits -- NPDES permits -- to the Debtors and their affiliated entities for use in their mining operations at the Alloy Mining Complex. WVDEP filed an application for administrative expenses on Jan. 13, 2012. WVDEP sought allowance of an administrative expense claim against the Debtors for estimated future reclamation costs and penalties associated with the mining permits to debtor affiliate Kanawha Development Corp., the AppFuels Mining permits, and the NPDES permits issued to KDC and AppFuels. WVDEP's claim for monetary relief consisted of three parts: (1) $3,589,690 for estimated postpetition land reclamation and water remediation costs and expenses associated with the KDC Mining permits; (2) $1,099,938 in penalty assessments for violations occurring under the AppFuels Mining permits and the NPDES permits issued to KDC and AppFuels; and (3) all other costs and fees, including attorneys fees, which the bankruptcy court deemed appropriate. In the alternative, WVDEP sought injunctive relief in the form of a court order requiring the Debtors to immediately comply with all environmental obligations under West Virginia law. According to the Sixth Circuit BAP: 1) the parties and the bankruptcy court failed to properly analyze AppFuels' and AppPremFuels' potential liability for the reclamation obligations associated with the permits owned by their affiliate, KDC; 2) WVDEP's administrative expense claims against AppFuels and AppPremFuels were properly denied to the extent the claims were based on the theory of AppFuels' and AppPremFuels' derivative liability for the debts of their affiliate, KDC, either as a result of veil piercing under state law or substantive consolidation under federal common law; 3) the bankruptcy court abused its discretion when it denied WVDEP's administrative expense claims against AppFuels to the extent the claims were based on the theory of AppFuels' direct liability for the reclamation obligations associated with the permits owned by AppFuels' affiliate, KDC; 4) the bankruptcy court did not abuse its discretion when it denied WVDEP's direct liability administrative expense claims against AppPremFuels; and 5) the bankruptcy court also abused its discretion when it denied WVDEP's administrative expense claims against AppFuels that were independent of the threshold question of whether AppFuels should be jointly and severally liable for the reclamation obligations associated with the permits owned by its affiliate, KDC, (for example, stipulated penalties for postpetition discharges purportedly due under an administrative consent order between AppFuels and WVDEP). According to the Sixth Circuit BAP, the bankruptcy court will need to determine AppFuels' liability for administrative expense claims to the extent the claims are based on the theory of: -- AppFuels' direct liability for the reclamation obligations associated with the permits owned by KDC; or -- AppFuels' direct liability for other environmental obligations unrelated to the reclamation obligations associated with the permits owned by KDC (for example, stipulated penalties for postpetition discharges purportedly due under an administrative consent order between AppFuels and WVDEP). Depending upon the bankruptcy court's ruling, the bankruptcy court may also need to address secondary issues that were not a part of its threshold determination, such as: -- whether WVDEP's environmental claims are properly administrative expense claims as opposed to prepetition claims; and -- the amount of such claims. A copy of the Sixth Circuit BAP's April 19, 2013 opinion is available at http://is.gd/ElZfkEfrom Leagle.com. About Appalachian Fuels Ashland, Kentucky-based Appalachian Fuels, LLC, a coal mining company, produced and sold coal for electric utilities and coking coal plants. It had surface mines and underground mining operations in eastern Kentucky and West Virginia. Appalachian Fuels operated as a subsidiary of Energy Coal Resources, Inc. An involuntary petition for liquidation under Chapter 7 was filed against Appalachian Fuels (Bankr. E.D. Ky. 09-10343) on June 11, 2009. On June 29, 2009, the Bankruptcy Court converted the Debtor's Chapter 7 bankruptcy to a Chapter 11. Some of Appalachian Fuels' affiliates filed Chapter 11 petitions and on July 17, 2009, the Court ordered that the Debtor's Chapter 11 bankruptcy be jointly administered with the bankruptcies of its affiliates. The cases being jointly administered with Appalachian Fuels include: Appalachian Holding Company, Inc. (Case No. 09-10372); Appalachian Premium Fuels, LLC (Case No. 09-10373); Appalachian Environmental, LLC (Case No. 09-10374); Kanawha Development Corporation (Case No. 09-10375); Appalachian Coal Holdings, Inc. (Case No. 09-10405); and Southern Eagle Energy, LLC (Case No. 09-10406). On July 14, 2009, the Court appointed the Official Committee of Unsecured Creditors. On Dec. 19, 2011, the Court entered an Agreed Order of Confirmation of the Debtors' and Committees' Plan of Orderly Liquidation and Distribution. Pursuant to the terms of the Plan, on the Jan. 3, 2012, effective date, the Official Committee of Unsecured Creditors was dissolved and the App Fuels Creditors Trust was established. A Liquidating Trustee was appointed to continue pursuit of causes of action on behalf of the Debtor. Larry Addington, which owns a 30% stake in Energy Coal Resources Inc., filed for personal Chapter 11 bankruptcy (Bankr. E.D. Ky. Case No. 12-10029) on Jan. 26, 2012. ARCAPITA BANK: Standard Chartered Disagrees With Plan Term Sheet ---------------------------------------------------------------- Standard Chartered Bank opposes the approval of the disclosure statement for Arcapita Bank B.S.C.(c), and its affiliated Debtors' first amended plan. According to SCB, the Debtor's Plan and first amended disclosure statement are premised on a purported settlement term sheet with SCB, which SCB relates it has not agreed to. Thus, the Disclosure Statement contains grossly inadequate and incorrect disclosure and cannot be approved. "To the extent the Debtors are attempting to impose the treatment set forth in the SCB Term Sheet on SCB over its objection, such treatment violates the express statutory requirements of the Bankruptcy Code and thus the Disclosure Statement cannot be approved," SCB told the Court. According to papers filed with the Court, SCB says the construct of the Plan is a scheme by the Debtors to deprive creditors of Arcapita Investment Holdings Limited (including SCB) of their rights under Cayman Islands law in AIHL's provisional liquidation proceeding in the Grand Court of the Cayman Islands through the purported sale of AIHL's assets to a newly created affiliate. "The Debtors' creditors and the Court should not be lured into supporting the Plan without appropriate disclosure that it is unlikely that the Plan will be approved or otherwise supported by the Cayman Islands Court in the face of an objection by SCB." SCB goes on to state that the Plan described in the Disclosure Statement is patently unconfirmable under Chapter 11 for the following reasons: "First, SCB cannot be required to waive its administrative or superpriority claims. These claims are required to be paid in full and in cash as a matter of law. "Second, under the Plan, the Debtors cannot require that affiliates of SCB take any action whatsoever with respect to any rights they may have against non-Debtor affiliates. Standard Chartered Bank (China) Limited has extended an approximately �270,935,198 murabaha facility (approximately �286,832,842 or $46.4 million is outstanding) to certain non-Debtor affiliates that is secured by certain wind energy assets in China (the "Honiton Facility"). Under the SCB Term Sheet, the Debtors require that SCB and the Debtors "will engage in good faith negotiations in an effort to reach an amendment to the Honiton Facility in connection with the plan process." SCB and SCB China are entitled as a matter of law to take any actions (including the exercise of enforcement remedies) that they believe are permitted under the Honiton Facility, related agreements, and applicable law. "Third, under Cayman Islands law, the shares of the Subsidiary Debtors that are mortgaged to SCB are the property of SCB. Specifically, SCB is the beneficial owner of such shares, has equitable title to such shares, and any distributions on account of such shares are property of express trusts established under Cayman Islands law for the benefit of SCB. As such, the shares and the trust property are not property of the Debtors or property of the Debtors? estates. Accordingly, neither the shares nor the trust property can be used by the Debtors to fund their reorganization under the Plan. Because the Plan proposes to use the shares and the trust property to fund the Plan, it is patently unconfirmable and therefore the Disclosure Statement cannot be approved. "Fourth, absent SCB's consent, the Debtors cannot satisfy the requirements of Section 1129(a)(10) of title 11 of the United States Code and thus cannot confirm the Plan for any of the Debtors. From the outset of these cases, the Debtors have represented to the Court that SCB was the only creditor of Arcapita LT Holdings Limited, WindTurbine Holdings Limited, AEID II Holdings Limited, and RailInvest Holdings Limited (the "Subsidiary Debtors"). Although the Debtors for the first time have asserted that there are other creditors of the Subsidiary Debtors under the Plan and Disclosure Statement, each of these creditors are unimpaired under the Plan. "The Debtors have not attempted to substantively consolidate these cases for the simple reason that the Debtors could not in good faith seek to consolidate the cases of the Subsidiary Debtors -- four special purpose vehicles formed under Cayman Islands law -- where SCB expressly relied on the corporate separateness and structural priorities of those entities. Accordingly, the Plan cannot be confirmed with respect to Subsidiary Debtors without violating Section 1129(a)(10) of the Bankruptcy Code. Moreover, because a substantial portion of the value of the Debtors flows through Arcapita LT, the Plan cannot be confirmed with respect to AIHL and Arcapita Bank B.S.C.(c.) as there can be no assurance that the proposed treatment for creditors of AIHL and Arcapita Bank could be achieved absent a confirmed plan for the Subsidiary Debtors. "Fifth, the Debtors'Bahrain banking license and company registration expressly provide that Arcapita is authorized to practice in Bahrain as a wholesale bank governed by Islamic principles, and the Disclosure Statement provides that the Debtors are and shall remain Shari'ah-compliant entities. The Plan proposes to impose a new Murabaha agreement on SCB. However, a Shari'ah-compliant instrument is formed by a contractual agreement between the parties. Without consent, the transaction fails. "In order for a Murabaha transaction to be effectuated, SCB would need to take many affirmative actions, including the purchase and sale of approximately $100 million in precious metals. This purchase and sale requirement cannot simply be "deemed" satisfied if the Murabaha agreement is to be Shar'ah compliant. Accordingly, any imposed treatment on SCB would be a clear violation of the Debtors' corporate governance and would constitute an ultra vires action that cannot be approved by the Court. Such an act may also amount to a breach of Arcapita Bank's banking license. "Moreover, it is outside the bounds of chapter 11 and U.S. law for any court to enter an affirmative injunction requiring SCB to spend approximately $100 million of its own money to purchase precious metals and enter into an agreement to sell such metals to Arcapita on terms unacceptable to SCB, where SCB is under no legal obligation (much less a legal obligation requiring specific performance) to do so. There can be no dispute that a Chapter 11 plan cannot require a creditor to take such affirmative action to obtain a recovery under the plan. "Even if this Court were to permit the Debtors to violate wantonly their own corporate governance, the Disclosure Statement must be revised to provide full disclosure that the Debtors are willfully violating their Islamic principles and disclose any repercussions that the Debtors could face from not only their creditors and investors, but also the creditors, investors and trade partners of their non-debtor affiliates and any loss of value or other negative impact that the Debtors may face as a result of the blatant disregard of their corporate governance. "Sixth, the terms of the Debtor' proposed exit financing have not yet been finalized. Without exit financing in place the Plan is not feasible on its face and cannot be confirmed. Moreover, the terms of the exit financing will have a direct and likely negative impact on SCB. Unless and until the terms and conditions of the exit financing are finalized, the Disclosure Statement cannot be approved. "Seventh, leaving aside the fact that the Debtors are not able to cram down SCB in a Shari'ah-compliant manner, the proposed profit rate under the New SCB Facility is substantially lower than the market rate evidenced in these Chapter 11 cases, and therefore is not an appropriate cramdown rate. "In light of the significant issues under Cayman Islands law discussed herein, the Court as a matter of judicial economy should grant SCB limited relief from the automatic stay to litigate these issues before the Cayman Islands Court, which is better suited to determine issues of Cayman Islands law, and to avoid having these issues litigated in this Court and then in the Cayman Islands Court. "Accordingly, the Disclosure Statement cannot be approved as it contains woefully inadequate information and describes a Plan that is facially unconfirmable. Moreover, the Plan will result in duplicative litigation if limited stay relief is not granted to SCB. A copy of SCB's objection is available at: http://bankrupt.com/misc/arcapita.doc1003.pdf First Amended Plan As reported in the TCR on April 19, 2013, Arcapita Bank B.S.C.(c), et al., filed on April 16, 2013, a First Amended Disclosure Statement in Support of the Debtors' First Amended Joint Plan of Reorganization dated April 16, 2013. The Plan proposes to establish a new Cayman Islands holding company ("New Arcapita Topco") which will own and control a series of newly formed intermediate Cayman Islands, Delaware and potentially Bahraini holding company subsidiaries (collectively with New Arcapita Topco, the "New Holding Companies"). The New Holding Companies will own, directly or indirectly, 100% of the Debtors' assets. In exchange for their Allowed Claims, the majority of the Debtors' unsecured creditors will receive a Pro Rata Share of a new Shari'ah compliant Sukuk facility, substantially all of the equity of the New Holding Companies and certain warrants issued by New Arcapita Topco. According to the First Amended Disclosure Statement, the Plan effects a structural and financial reorganization of the Debtors that affords the Reorganized Arcapita Group sufficient liquidity and control to exit its current portfolio of investments in a reasonable time frame designed to maximize value. The Plan contemplates that all proceeds allocable to the Reorganized Arcapita Group resulting from exited portfolio assets, except for any working capital cash needs of the Reorganized Arcapita Group, will be used first to repay the New Murabaha and the Sukuk Facility, in accordance with their terms, and thereafter to make distributions in respect of the equity of the Reorganized Arcapita Group. A copy of the First Amended Disclosure Statement is available at: http://bankrupt.com/misc/arcapita.doc983.pdf About Arcapita Bank Arcapita Bank B.S.C., also known as First Islamic Investment Bank B.S.C., along with affiliates, filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 12-11076) in Manhattan on March 19, 2012. The Debtors said they do not have the liquidity necessary to repay a US$1.1 billion syndicated unsecured facility when it comes due on March 28, 2012. Falcon Gas Storage Company, Inc., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-11790) on April 30, 2012. Falcon Gas is an indirect wholly owned subsidiary of Arcapita that previously owned the natural gas storage business NorTex Gas Storage Company LLC. In early 2010, Alinda Natural Gas Storage I, L.P. (n/k/a Tide Natural Gas Storage I, L.P.), Alinda Natural Gas Storage II, L.P. (n/k/a Tide Natural Gas Storage II, L.P.) acquired the stock of NorTex from Falcon Gas for $515 million. Arcapita guaranteed certain of Falcon Gas' obligations under the NorTex Purchase Agreement. The Debtors tapped Gibson, Dunn & Crutcher LLP as bankruptcy counsel, Linklaters LLP as corporate counsel, Towers & Hamlins LLP as international counsel on Bahrain matters, Hatim S Zu'bi & Partners as Bahrain counsel, KPMG LLP as accountants, Rothschild Inc. and financial advisor, and GCG Inc. as notice and claims agent. Milbank, Tweed, Hadley & McCloy LLP represents the Official Committee of Unsecured Creditors. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Founded in 1996, Arcapita is a global manager of Shari'ah- compliant alternative investments and operates as an investment bank. Arcapita is not a domestic bank licensed in the United States. Arcapita is headquartered in Bahrain and is regulated under an Islamic wholesale banking license issued by the Central Bank of Bahrain. The Arcapita Group employs 268 people and has offices in Atlanta, London, Hong Kong and Singapore in addition to its Bahrain headquarters. The Arcapita Group's principal activities include investing on its own account and providing investment opportunities to third-party investors in conformity with Islamic Shari'ah rules and principles. The Arcapita Group had roughly US$7 billion in assets under management. On a consolidated basis, the Arcapita Group owns assets valued at roughly US$3.06 billion and has liabilities of roughly US$2.55 billion. The Debtors owe US$96.7 million under two secured facilities made available by Standard Chartered Bank. Arcapita explored out-of-court restructuring scenarios but was unable to achieve 100% lender consent required to effectuate the terms of an out-of-court restructuring. Subsequent to the Chapter 11 filing, Arcapita Investment Holdings Limited, a wholly owned Debtor subsidiary of Arcapita in the Cayman Islands, issued a summons seeking ancillary relief from the Grand Court of the Cayman Islands with a view to facilitating the Chapter 11 cases. AIHL sought the appointment of Zolfo Cooper as provisional liquidator. On Feb. 8, 2013, the Debtors filed with the Bankruptcy Court a disclosure statement in support of their Joint Plan of Reorganization, dated Feb. 8, 2013. The Plan contemplates, among others, the entry of the Debtors into a $185 million Murabaha exit facility that will allow the Debtors to wind down their businesses and assets for the benefit of all creditors and stakeholders. ASARCO LLC: Grupo Mexico Pulled Back Into Insurer's $12M Suit ------------------------------------------------------------- Gavin Broady of BankruptcyLaw360 reported that a Texas appeals court on Thursday brought Grupo Mexico SAB de CV back into a dispute between bankrupt subsidiary Asarco LLC and its insurer over a $12 million asbestos injury coverage settlement, criticizing Grupo's obstructionism in refusing to provide jurisdictional discovery. According to the report, the Texas Thirteenth District Court of Appeals reversed a lower court's dismissal of Grupo on personal jurisdiction grounds, saying the court should not have denied a continuance motion brought by Mt. McKinley Insurance Co. over Grupo's alleged refusal to provide discovery related to the jurisdiction. About Asarco LLC Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/-- is an integrated copper mining, smelting and refining company. Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent. ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented the Debtor in its restructuring efforts. On Dec. 9, 2009, Asarco Incorporated and Americas Mining Corporation's Seventh Amended Plan of Reorganization for the Debtors became effective and the ASARCO Asbestos Personal Injury Settlement Trust was created and funded with nearly $1 billion in assets, including more than $650 million in cash plus a $280 million secured note from Reorganized ASARCO. The Plan, which was confirmed both by the bankruptcy and district courts, reintegrated ASARCO LLC back to parent Grupo Mexico concluding the four-year Chapter 11 proceeding. ATP OIL: Credit Suisse Files Notice of Intent to Credit Bid ----------------------------------------------------------- Credit Suisse AG, Cayman Islands Branch, as administrative agent and collateral agent under ATP Oil & Gas Corporation's Senior Secured Superpriority Debtor-in-Possession Credit Agreement dated as of August 29, 2012, filed a Notice of Intent to Credit Bid on April 18, 2013, with respect the Debtor's proposed sale or sales of substantially all of its Deepwater Property Assets. Credit Suisse's notice disclosed that it expects the Required Lenders will, pursuant to Section 11.09 of the Credit Agreement, instruct it to credit bid on behalf of the holders of the Secured Obligations for certain assets owned by ATP Oil, including at the Auction. Credit Suisse reserved all of its and the DIP Lenders' rights under the Credit Agreement, the Final Order, and the Bidding Procedures. As previously reported, the Court established April 23, 2013, 9:00 a.m. (Central Prevailing Time) as the Auction Date, and April 25, 2013, at 1:30 p.m. (Central Prevailing Time) as the Sale Hearing Date. Meanwhile, more parties filed objections and reservation of rights to ATP Oil's emergency motion for an order approving the sale of substantially all of its Deepwater Property Assets, and for approval of the assumption and assignment of contracts and leases and proposed cure amounts. The objecting parties are: * ATP Infrastructure Partners, L.P. * Blanchard Contractors, Inc. and REC Marine Logistics, LLC * EFS-R LLC and GE Energy Financial Services, Inc. * Diamond Offshore Company * Pioneer Natural Resources USA, Inc. * Archer Rental Services, LLC, Great White Pressure Control, LLC, Cameron International Corp., MCS Kenny (Marine Computation Services Kenny, Inc.), Newpark Environmental Services, LLC, PPI Technology Services, LLC, PetroQuip Energy Services, LLC, and Wood Group Production Services, Inc. (collectively, the Statutory Lien Claimants) * National Oilwell Varco, L.P., d/b/a NOV Portable Power, NOV Tuboscope, and NOV Wilson About ATP Oil Houston, Tex.-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt, APC serve as special counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. ATP disclosed assets of $3.6 billion and $3.5 billion of liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan where Credit Suisse AG serves as agent. There is $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent. ATP's other debt includes $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. Trade suppliers have claims for $147 million, ATP said in a court filing. An official committee of unsecured creditors has been appointed in the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley & McCloy, in New York, represents the Creditors Committee as counsel. A 7-member panel of equity security holders has also been appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio, Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel to the Equity Committee. ATP is seeking court approval to sell substantially all of its Deepwater Assets and Shelf Property Assets. ATP OIL: Bid to Compel Remittance of ORRI Proceeds Dismissed ------------------------------------------------------------ United States Bankruptcy Judge Marvin Isgur on April 19, 2013, signed an agreed order dismissing the emergency motion filed by Macquarie Investments LLC and Keba Energy LLC to compel ATP Oil & Gas Corporation to comply with the Court's August 24, 2012 "ORRI Payment Order". The Agreed Order disclosed that the Debtor initiated the wire transfers representing remittances of the ORRI Proceeds in question on April 3, 2013. After the wire transfers were initiated, the Debtor filed its response to the Motion to Compel, seeking an order denying all relief requested in the Motion to Compel or alternatively rescheduling the emergency hearing to give it an opportunity to conduct discovery. The emergency hearing on the Motion to Compel was commenced on April 4, 2013 at 1:30 p.m. During a break in the hearing, the Debtor agreed to pay (i) all reasonable attorneys' fees and costs incurred by MILLC and Keba in prosecuting the Motion to Compel and in obtaining receipt of the ORRI Proceeds and (ii) interest on the ORRI Proceed amounts from the due dates under the agreements through the date of actual payment. MILLC and Keba agreed that payment of the fees, costs, and interest by the Debtor would be an acceptable resolution of the Motion to Compel. An announcement regarding the parties' agreement was made in open court. "The Debtor has now paid the fees, costs, and interest it agreed to pay. The parties agree that the payment of such fees, costs, and interest renders the Motion to Compel moot," Judge Isgur concluded. About ATP Oil Houston, Tex.-based ATP Oil & Gas Corporation is an international offshore oil and gas development and production company focused in the Gulf of Mexico, Mediterranean Sea and North Sea. ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP, serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt, APC serve as special counsel. Opportune LLP is the financial advisor and Jefferies & Company is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. ATP disclosed assets of $3.6 billion and $3.5 billion of liabilities as of March 31, 2012. Debt includes $365 million on a first-lien loan where Credit Suisse AG serves as agent. There is $1.5 billion on second-lien notes with Bank of New York Mellon Trust Co. as agent. ATP's other debt includes $35 million on convertible notes and $23.4 million owing to third parties for their shares of production revenue. Trade suppliers have claims for $147 million, ATP said in a court filing. An official committee of unsecured creditors has been appointed in the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley & McCloy, in New York, represents the Creditors Committee as counsel. A 7-member panel of equity security holders has also been appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio, Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel to the Equity Committee. ATP is seeking court approval to sell substantially all of its Deepwater Assets and Shelf Property Assets. BEECHCRAFT HOLDINGS: Court Denies Challenge on Afghan Plane Deal ---------------------------------------------------------------- Reuters reported that the U.S. Air Force said on Friday that U.S.- based Sierra Nevada Corp and Brazil's Embraer would continue work on a $428 million contract to build new attack aircraft for Afghanistan after a federal court rejected a challenge by rival Beechcraft. According to the Reuters report, U.S. Air Force spokesman Ed Gulick said the Court of Federal Claims denied Beechcraft's challenge, but the congressional Government Accountability Office (GAO) was still reviewing a separate protest that Beechcraft filed against the deal. The report related that continued work on the Light Air Support (LAS) contract "honors the U.S. Air Force's critical and time- sensitive commitment to provide air support capability to the Afghan Air Force (AAF)," Gulick said. Beechcraft, which emerged from Chapter 11 bankruptcy protection earlier this year, sued the Air Force to halt work on the planes while federal auditors reviewed the company's protest, Reuters recalled. The Air Force had authorized Sierra Nevada and Embraer to keep working on the order, despite Beechcraft's protest. "Today's decision ensures that work will continue uninterrupted on the LAS contract and that we will be able to deliver these aircraft in mid-2014," Sierra Nevada and Embraer said in a joint statement, Reuters cited. Reuters further related that the Air Force is racing to get new aircraft to Afghanistan and train pilots to fly them as U.S. forces prepare to withdraw from the country after over a decade of war. BERING EXPLORATION: Offering 4 Million Shares Under Option Plan --------------------------------------------------------------- Bering Exploration, Inc., filed a Form S-8 registration statement with the U.S. Securities and Exchange Commission to register 4 million shares of common stock issuable under the Company's 2013 Stock Option Plan for a proposed maximum aggregate offering price of $860,000. A copy of the prospectus is available at: http://is.gd/o3PfII About Bering Exploration Houston-based Bering Exploration, Inc., primarily focuses its business on the exploration, acquisition, development, production and sale of natural gas, crude oil and natural gas liquids from conventional reservoirs within the United States. In addition, the Company owns 25% of Intertech Bio, which is developing products to treat cancer, infectious diseases and other medical conditions associated with compromised immune systems. The Company is not actively involved in the management of Intertech Bio. LBB and Associates, Ltd, LLP, in Houston, Texas, issued a going concern opinion on Bering Exploration's audited financial statements for the fiscal year ended March 31, 2012. The independent auditors noted that the Company's limited amounts of revenue, recurring losses from operations and negative working capital raise substantial doubt about the Company's ability to continue as a going concern. For the nine months ended Dec. 31, 2012, the Company had a net loss of $3.0 million on $65,772 of oil and gas revenue, compared with a net loss of $3.4 million on $49,369 of oil and gas revenue for the nine months ended Dec. 31, 2011. The Company's balance sheet at Dec. 31, 2012, showed $1.3 million in total assets, $1.2 million in total liabilities, and stockholders' equity of $106,119. BIG M INC: Creditors Denied Access to Privileged Docs ----------------------------------------------------- Linda Chiem of BankruptcyLaw360 reported that a New Jersey bankruptcy judge ruled Wednesday that the unsecured creditors' committee for bankrupt retailer Big M Inc. does not have the power to force the company to produce documents and communications between its staff and general counsel that are protected by attorney-client privilege. According to the report, U.S. Bankruptcy Judge Donald H. Steckroth denied the committee's motion to compel documents and communications related to Big M's financial affairs and the circumstances surrounding a junior participation agreement -- entered into by April Vreeland Associates LLC. About Big M Totowa, New Jersey-based Big M, Inc., owner of Mandee, Annie sez, and Afazxe Stores, filed a Chapter 11 petition (Bankr. D.N.J. Case No. 13-10233) on Jan. 6, 2013 with Salus Capital Partners, LLC, funding the Chapter 11 effort. The Mandee brand is a juniors fashion retailer with 84 stores in Illinois and along the East Coast. Annie sez is a discount department-store retailer for women with 35 stores. Afaze is 10-store jewelry and accessory chain. Kenneth A. Rosen, Esq., at Lowenstein Sandler LLP, in Roseland, serves as counsel to the Debtor. PricewaterhouseCoopers LLP has been tapped to serve as financial advisor. GRL Capital Advisors LLC's Glenn R. Langberg has been hired to serve as chief restructuring officer. The Debtor estimated up to $100 million in both assets and liabilities. The Official Committee of Unsecured Creditors has tapped Cooley LLP as its counsel, and CBIZ Accounting, Tax and Advisory of New York, LLC and CBIZ Mergers & Acquisitions Group as its financial advisor. BIOFUEL ENERGY: Has Until July to Find Buyer for Ethanol Plants --------------------------------------------------------------- Certain subsidiaries of BioFuel Energy Corp. are given until July 30, 2013, to pursue one or more strategic alternatives, including but not limited to a potential sale of one or both of the Company's ethanol plants. The subsidiaries entered into a definitive agreement with First National Bank of Omaha, as escrow agent under the Lender Agreement, and as administrative agent and collateral agent under a Sept. 25, 2006, secured credit agreement. This grace period is subject to the achievement of certain milestones, and may be extended at the sole discretion of the Administrative Agent. The Company has engaged Piper Jaffray & Co to act as its financial adviser. Simultaneously with the execution of the Lender Agreement, the parties also entered into a a Deed in Lieu of Foreclosure Agreement and Joint Escrow Instructions, pursuant to which, among other things, the Borrowers have agreed to transfer ownership of their respective ethanol plants, including the underlying real property, personal property and all material contracts used to operate the plants, to certain designees of the Administrative Agent and the Lenders, in full satisfaction of all outstanding obligations under the Credit Agreement and in lieu of the Administrative Agent, the Collateral Agent and the Lenders exercising their rights and remedies under the Credit Agreement and related financing documents. The Company has made a contingent payment into escrow of approximately $900,000 for the anticipated payment of certain obligations and liabilities of the Borrowers which are to be paid or assumed by NewCo in conjunction with any such transfer. In conjunction with any such transfer, the Company would receive a full and final release of all known or potential claims of the Lenders, as well as a 1% equity interest in Newco, which may be increased, under certain circumstances, to a 2% equity interest in Newco along with the right to acquire up to an additional 17.5% of the equity of Newco. Under the terms of the Lender Agreement, the Deed in Lieu Agreement is to be held in escrow by the Escrow Agent until the earlier of such time as the Company and its Borrower subsidiaries have completed their pursuit of the strategic alternatives or July 30, 2013, unless otherwise extended by the Administrative Agent. About Biofuel Energy Denver, Colo.-based BioFuel Energy Corp. (Nasdaq: BIOF) -- http://www.bfenergy.com/-- aims to become a leading ethanol producer in the United States by acquiring, developing, owning and operating ethanol production facilities. It currently has two 115 million gallons per year ethanol plants in the Midwestern corn belt. Biofuel Energy disclosed a net loss of $46.32 million on $463.28 million of net sales for the year ended Dec. 31, 2012, as compared with a net loss of $10.36 million on $653.07 million of net sales during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $250.42 million in total assets, $195.31 million in total liabilities and $55.11 million in total equity. Grant Thornton LLP, in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company incurred a net loss of $46.3 million during the year ended Dec. 31, 2012, is in default under the terms of the Senior Debt Facility, and has ceased operations at its Fairmont ethanol facility. These conditions, among other matters, raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "Although the Company intends to diligently explore and pursue any number of strategic alternatives, we cannot assure you that it will be able to do so on terms acceptable to the Company or to the lenders under the Senior Debt Facility, if at all. In addition, in either the case of a transfer of the assets of the Operating Subsidiaries to the lenders under the Senior Debt Facility or a sale of one or both of our plants ... we cannot assure you as to what value, if any, may be derived for shareholders of the Company from such transfer or sale. The lenders under the Senior Debt Facility could also elect to exercise their remedies under the Senior Debt Facility and take possession of their collateral, which could require us to seek relief through a filing under the U.S. Bankruptcy Code," according to the Company's annual report for the year ended Dec. 31, 2012. BLUEFLY INC: WeiserMazars LLP Raises Going Concern Doubt -------------------------------------------------------- Bluefly, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. WeiserMazars LLP, in New York, N.Y., expressed substantial doubt about Bluefly, Inc.'s ability to continue as a going concern, citing the Company's significant recurring operating losses, decreasing liquidity, and negative cash flows from operation. The Company reported a net loss of $24.9 million on $93.4 million of net sales in 2012, compared with a net loss of $11.4 million on $96.3 million of net sales in 2011. The Company's gross profit decreased by approximately 43% to $16.1 million for the year ended Dec. 31, 2012, from $28.3 million for the year ended Dec. 31, 2011. The Company's balance sheet at Dec. 31, 2012, showed $36.5 million in total assets, $31.6 million in total liabilities, and stockholders' equity of $4.9 million. A copy of the Form 10-K is available at http://is.gd/KwNutg Headquartered in New York, N.Y., Bluefly, Inc., is a leading online retailer of designer brands at superior values. BLUEJAY PROPERTIES: Has Until April 30 to Propose Chapter 11 Plan ----------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Kansas extended until April 30, 2013, Bluejay Properties, LLC's exclusive period to file the proposed Chapter 11 Plan. Bankers' Bank of Kansas, N.A. has filed limited objection to the Debtor's first motion to extend time to submit Plan and solicit acceptances for that Plan. According to BBOK, as of the date of objection, no order has been entered related to the motion to sell real estate, and in accordance with the purchase agreement for the sale of the real estate, no contract for sale is enforceable until the order is entered. Thus until such time as the order is entered, the Debtor has no contract in place and has not shown any cause to extend the deadline to file and obtain approval of a plan. About Bluejay Properties Based in Junction City, Kansas, Bluejay Properties, LLC, doing business as Quinton Point, filed a bare-bones Chapter 11 petition (Bankr. D. Kan. Case No. 12-22680) in Kansas City on Sept. 28, 2012. Bankruptcy Judge Robert D. Berger presides over the case. Todd A. Luckman, Esq., at Stumbo Hanson, LLP in Topeka. The Debtor owns the Quinton Point Apartment Complex in Kansas City valued at $17 million. The Debtor scheduled liabilities of $13,112,325. The petition was signed by Michael L. Thomas of TICC Prop., managing member. Bankers' Bank of Kansas, owed approximately $13.08 million, is represented by Arthur S. Chalmers of Hite, Fanning & Honeyman, LLP. The University National Bank, owed approximately $1.2 million, is represented by Edward J. Nazar of Redmond & Nazar, L.L.P., and Todd Thompson of Thompson Ramsdell & Qualseth, P.A. BODISEN BIOTECH: Accumulated Losses Prompt Going Concern Doubt -------------------------------------------------------------- Bodisen Biotech, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Clement C. W. Chan & Co., expressed substantial doubt about Bodisen Biotech's ability to continue as a going concern. The independent auditors noted that the Company incurred a net loss of $16.4 million for the year ended Dec. 31, 2012, and has accumulated losses of $30.7 million at Dec. 31, 2012. The Company reported a net loss of $16.4 million on $8.1 million of revenue in 2012, compared with a net loss of $2.3 million on $7.7 million of revenue in 2011. The Company recorded a loss of $9.1 million for the write down of property and equipment in 2012. Also, included in non-operating income (expense) is a write down on investment in marketable security of approximately $2.8 million of a long-term equity investment that was deemed to be other than temporary. There was no such write down in 2011. The Company's balance sheet at Dec. 31, 2012, showed $22.7 million in total assets, $2.8 million in total current liabilities, and stockholders' equity of $19.9 million. A copy of the Form 10-K is available at http://is.gd/sIXUE9 Based in Xi'an, Shaanxi, China, Bodisen Biotech, Inc., is engaged in developing, manufacturing and selling organic fertilizers, liquid fertilizers, pesticides and insecticides in the People's Republic of China, and has developed a product line of over 60 items. BON-TON STORES: Incurs $21.5 Million Net Loss in Fiscal 2013 ------------------------------------------------------------ Bon-Ton Stores, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $21.55 million on $2.91 billion of net sales for the year ended Feb. 2, 2013, as compared with a net loss of $12.12 million on $2.88 billion of net sales for the year ended Jan. 28, 2012. The Company's balance sheet at Feb. 2, 2013, showed $1.63 billion in total assets, $1.52 billion in total liabilities and $110.60 million in total shareholders' equity. A copy of the Form 10-K is available for free at: http://is.gd/cv669H About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 273 department stores, which includes 11 furniture galleries, in 24 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman, Herberger's and Younkers nameplates and, in the Detroit, Michigan area, under the Parisian nameplate. * * * As reported by the TCR on July 13, 2012, Moody's Investors Service revised The Bon-Ton Stores, Inc.'s Probability of Default Rating to Caa1/LD from Caa3. The Caa1/LD rating reflects the company's exchange of $330 million of new senior secured notes due 2017 for $330 million of its unsecured notes due 2014. Moody's also affirmed the company's Corporate Family Rating at Caa1 and affirmed the Caa3 rating assigned to the company's senior unsecured notes due 2014. Moody's said the affirmation of the company's 'Caa1' corporate family rating reflects the company's persistent negative trends in sales and operating margins and uncertainties that the company's strategies to reverse these trends will be effective. BOREAL WATER: Patrick Rodgers Raises Going Concern Doubt -------------------------------------------------------- Boreal Water Collection, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Patrick Rodgers, CPA, PA, in Altamonte Springs, Florida, expressed substantial doubt about Boreal Water's ability to continue as a going concern. Mr. Rodgers noted that the Company has a minimum cash balance available for payment of ongoing operating expenses, has experienced losses operations since inception, and it does not have a source of revenue sufficient to cover its operating costs. The Company reported a net loss of $822,902 on $2.7 million of sales in 2012, compared with a net loss of $1.3 million on $2.7 million of sales in 2011. The Company's balance sheet at Dec. 31, 2012, showed $3.7 million in total assets, $3.9 million in total liabilities, and a stockholders' deficit of $173,084. A copy of the Form 10-K is available at http://is.gd/fYcJcf Kiamesha Lake, N.Y.-based Boreal Water Collection, Inc., The Company is a personalized bottled water company specializing in premium custom bottled water. CAPITOL CITY: Incurs $1.7 Million Net Loss in 2012 -------------------------------------------------- Capitol City Bancshares, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $1.73 million on $13.30 million of total interest income for the year ended Dec. 31, 2012, as compared with a net loss of $1.59 million on $14.61 million of total interest income for the year ended Dec. 31, 2011. The Company's balance sheet at Dec. 31, 2012, showed $300.66 million in total assets, $292.24 million in total liabilities and $8.41 million in total stockholders' equity. Nichols, Cauley and Associates, LLC, in Atlanta, Georgia, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company is operating under regulatory orders to, among other items, increase capital and maintain certain levels of minimum capital. As of Dec. 31, 2012, the Company was not in compliance with these capital requirements. In addition to its deteriorating capital position, the Company has suffered significant losses related to nonperforming assets, and has significant maturities of liabilities within the next twelve months. These matters raise substantial doubt about the ability of Capitol City and subsidiaries to continue as a going concern A copy of the Form 10-K is available for free at: http://is.gd/06RjHT About Capitol City Atlanta, Georgia-based Capitol City Bancshares, Inc., was incorporated under the laws of the State of Georgia for the purposes of serving as a bank holding company for Capitol City Bank and Trust Company. The Bank operates a full-service banking business and engages in a broad range of commercial banking activities, including accepting customary types of demand and timed deposits, making individual, consumer, commercial, and installment loans, money transfers, safe deposit services, and making investments in U.S. government and municipal securities. CENTRAL EUROPEAN: Ch. 11 Plan Draws Fire From Investor ------------------------------------------------------ Lance Duroni of BankruptcyLaw360 reported that a Central European Distribution Corp. investor on Monday asked a Delaware bankruptcy judge to pull the reins on the vodka distributor's plan to reorganize under the control of its chairman, Russian billionaire Roustam Tariko, saying a funding agreement underpinning the plan requires "heightened scrutiny." According to the report, Eugenio Rainoldi, whose $3.3 million investment is slated to be wiped out under CEDC's Chapter 11 plan, lodged an objection to the company's assumption of the funding agreement, under which Tariko's holding company, Roust Trading Ltd., will make a $172 million investment. About CEDC Mt. Laurel, New Jersey-based Central European Distribution Corporation is one of the world's largest vodka producers and Central and Eastern Europe's largest integrated spirit beverages business with its primary operations in Poland, Russia and Hungary. On April 7, 2013, CEDC and two subsidiaries sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 13-10738) with a prepackaged Chapter 11 plan that reduces debt by US$665.2 million. Attorneys at Skadden, Arps, Slate, Meagher & Flom LLP serve as legal counsel to the Debtor. Houlihan Lokey is the investment banker. Alvarez & Marsal will provide the chief restructuring officer. GCG Inc. is the claims and notice agent. CHEYENNE HOTEL: Hearing Continued to Jul 22; Discovery Due June 21 ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Colorado has continued to July 22, 2013, at 9:00 a.m. the hearing on: (i) Cheyenne Hotel Investments LLC's Amended Plan of Reorganization filed Oct. 24, 2012, and supporting Disclosure Statement; (ii) Wells Fargo Bank, N.A.'s Chapter 13 Plan filed July 13, 2012; and (3) Debtor's objection to Wells Fargo Bank Claim # 11. Discovery is due by June 21, 2013. The parties will file exhibit and witness lists by July 15, 2013. As reported in the TCR on Feb. 5, 2013, the Debtor's Plan is facing objections from Wells Fargo. Wells Fargo said the Debtor's Plan fails to meet the Bankruptcy Code's "fair and equitable" standard and cannot "cram down" Wells Fargo's claim. According to Wells Fargo, the Debtor's Plan proposes to extend the term of Wells Fargo's loan for two years, but fails to provide it with sufficient deferred cash payments to cover the present value of its secured claim, fails to cure pre- petition monetary defaults, and strips it of default interest that it is contractually entitled to receive under its loan documents. On the other hand, Wells Fargo says its proposed Chapter 11 Plan would pay all of the Debtor's creditors in full and assure the Debtor's viability as a going concern. Objection to Wells Fargo's Plan Wells Fargo has filed an alternative plan for the Debtor and, as expected, the Debtor is objecting to that plan. The Debtor objects to confirmation of Wells Fargo's Plan on these arguments: -- Wells Fargo has not filed a Disclosure Statement in support of its Plan. -- The treatment accorded to equity holders under the Wells Fargo Plan is not fair and equitable, because the Debtor has equity in its assets, after payment or satisfaction of all of its creditors. -- The Wells Fargo Plan is not confirmable, inter alia, because it does not meet the requirements of 11 U.S.C. 1129 Section (a) (1), (3), and (7). -- Wells Fargo has refused to disclose the facts underpinning its apparent conclusion that the amount of the Wells Fargo claim exceeds the value of the Debtor's property. As reported in the TCR on July 23, 2012, the Debtor's Plan treats Wells Fargo's claims as fully secured and has estimated the claim at $8 million. Under the Debtor's Plan, holders of the Note A claims will receive a pro rata portion of two streams of payments as follows: (a) in equal monthly installments in the amount of $49,563.64, consisting of interest upon the Loan Balance of such Note at the rate of 6.07% per annum, calculated upon a 360-day year, and principal, to be applied to the balance of such Claim to the extent the monthly payment exceeds the interest so calculated; (b) 60 equal monthly installments of principal and interest at the rate of 7.07% per annum, commencing on the first day of the first month following the Effective Date of the Plan, fully amortizing over such 60 month period the full amount of the Accrued Delinquency Balance. Monthly payments will be made for a period of 60 months after the effective date of the Plan. Under the Debtor's Plan, holders of small unsecured claims -- wherein each holder has a claim not exceeding $1,000 or elects to have the claim reduced to $1,000 -- will each receive $800 or 80% of his/her allowed claim. Holders of other general unsecured claims will receive six installments commencing on the first day of the first calendar quarter occurring after the Effective Date and continuing on the first day of each for the next five calendar quarters. Holders of the membership interest in the Debtor will retain their equity interest. Wells Fargo and unsecured creditors, which impaired under the Plan, would be entitled to vote in favor of or against the Plan. A copy of the Debtor's Plan is available at: http://bankrupt.com/misc/Cheyene_Debtor_Plan.pdf Wells Fargo's Plan Wells Fargo -- as trustee for holders of certain commercial mortgage pass-through certificates related to notes in the original amounts of $8 million (Note A) and $560,000 (Note B) -- has a plan that returns 100% to unsecured creditors. Unsecured creditors will receive cash with postpetition interest. Under the Plan, Wells Fargo will receive all property of the Debtor in full satisfaction of its secured claim. Wells Fargo, other secured creditors, unsecured creditors are all unimpaired under the Plan. Only equity holders, who won't receive anything, are impaired under the Plan. Wells Fargo will provide funding for the Plan. A copy of the Wells Fargo Plan is available at: http://bankrupt.com/misc/Cheyenne_Wells_Fargo_Plan.pdf About Cheyenne Hotel Investments Cheyenne Hotel Investments LLC filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 11-25379) on June 28, 2011, disclosing assets of $12,912,702 and liabilities of $8,074,325 as of the Petition Date. Thomas F. Quinn, Esq., represents the Debtor as counsel. Cheyenne Hotel Investments, LLC, owns a property consisting of a 104 room hotel located in Colorado Springs, and known as Homewood Suites by Hilton. CHINA PEDIATRIC: Clement C. W. Chan Raises Going Concern Doubt -------------------------------------------------------------- China Pediatric Pharmaceuticals, Inc. filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 Clement C. W. Chan & Co., in Hong Kong, expressed substantial doubt about China Pediatric's ability to continue as a going concern, citing the Company's net loss of $9,152,318 for the year ended Dec. 31, 2012, and accumulated deficit of $6,534,904 at Dec. 31, 2012. The Company reported a net loss of $9.2 million on $14.2 million of sales in 2012, compared with a net loss of $7.0 million on $27.4 million of sales in 2011. The Company's balance sheet at Dec. 31, 2012, showed $12.1 million in total assets, $500,048 in total current liabilities, and stockholders' equity of $11.6 million. A copy of the Form 10-K is available at http://is.gd/6RP68T Located in Xi'an City, P.R.C., China Pediatric Pharmaceuticals, Inc., engaged in the business of manufacturing and marketing of over-the-counter and prescription pharmaceutical products for the Chinese marketplace as treatment for a variety of diseases and conditions. CHINA SHEN: Gets NYSE MKT Listing Non-Compliance Notice ------------------------------------------------------- China Shen Zhou Mining & Resources, Inc. on April 22 disclosed that on April 17, 2013, China Shen Zhou Mining & Resources, Inc. received a letter from the NYSE MKT LLC advising that the Company was no longer in compliance with Sections 134 and 1101 of the Exchange's Company Guide due to the Company's inability to timely file its annual report on Form 10-K for the fiscal year ended December 31, 2012. In addition, the Company is also in material violation of its listing agreement with the Exchange for not timely filing the Form 10-K, and as such the Exchange is authorized (pursuant to Section 1003(d) of the Company Guide) to suspend, and unless prompt corrective action is taken, remove the Company's securities from the Exchange. The Company is afforded the opportunity to submit a plan of compliance to the Exchange by May 1, 2013 that demonstrates the Company's ability to regain compliance with Sections 134 and 1101 of the Company Guide by July 16, 2013. If the Company does not submit a plan of compliance, if the plan is not accepted by the Exchange, or if the Company does not make progress consistent with the plan if it is accepted, the Company will be subject to delisting procedures as set forth in the Company Guide. The Company has indicated its intention to submit a plan to the Exchange on or before May 1, 2013 and believes it can provide the Exchange with a satisfactory plan to show that it will be able to return to compliance with Sections 134 and 1101 of the Company Guide. About China Shen Zhou Mining & Resources, Inc. Headquartered in Beijing, China, China Shen Zhou Mining & Resources, Inc., through its subsidiaries, -- http://www.chinaszmg.com/-- is engaged in the exploration, development, mining, and processing of fluorite and nonferrous metals such as zinc, lead, and copper in China. The Company has the following principal areas of interest in China: (a) fluorite extraction and processing in the Sumochaganaobao region of Inner Mongolia; (b) fluorite extraction and processing in Jingde County, Anhui Province; (c) zinc/copper/lead processing in Wulatehouqi of Inner Mongolia; and (d) zinc/copper exploration, mining, and processing in Xinjiang. CHUKCHANSI GOLD: Note Holders Give Notice of Default to Rabobank ---------------------------------------------------------------- On Thursday, April 11, 2013, counsel for the trustee under the Indenture governing the 93/4% Secured Notes due 2020 issued by the Chukchansi Economic Development Authority, a wholly owned enterprise of the Picayune Rancheria of the Chukchansi Indians, notified counsel for CEDA that it has, at the direction of the holders of the Notes, given notice of an event of default to Rabobank, N.A., the bank designated pursuant to the Indenture as the depositary of revenues generated by the Chukchansi Gold Resort & Casino, and directed that $12,533,658.75 of funds on deposit in the operating account established with Rabobank for the purpose of holding such revenues (or, according to the Trustee in its notice to counsel for CEDA, such lesser amount to maintain a balance of $1,000,000.00 in such operating account) be paid to the Trustee on account of partial payment for the (i) April 1st interest payment due and owing to holders of the Notes under the Indenture and (ii) fees and expenses of the Trustee (and certain professionals acting on its behalf) in connection with its duties under the Indenture (including a request from counsel for the Trustee for a $300,000 retainer in connection with its role acting for the Trustee). Further, counsel for the Trustee stated in its notice to counsel for CEDA: "I have been asked to emphasize that the holders took that action given the current inability to reach a consensual arrangement for the stabilization of casino operations and an agreed procedure between your two 'factions' for the payment of even the most basic of casino related expenses. We also note the absence of any agreement on even a process for discussing or hearing the ultimate resolution of the disputes between what we have referred to as the 'two factions seeking control of governance of the casino and related matters.' We remain committed to advancing a process in which there can be an amicable resolution, but continue to reserve any and all rights and remedies." "We also refer you to the provisions of the applicable documents relating to the step down of the Monthly Tribal Distribution and the provisions relating to the cessation of tribal distributions. At this time, the Trustee has indicated it will forbear from reducing or eliminating the Monthly Tribal Distribution, but we emphasize forbearance on those fronts should not be relied on and there may be no further notice to you of the termination of any forbearance in that regard -- the holders and Trustee hope that the situation regarding governance and operations can be addressed in the next few weeks so that a further forbearance can be agreed to. Any agreement with respect to such further forbearance on that or any other matter, of course, will have to be in writing signed by, at a minimum, the Trustee." CEDA has commenced a legal proceeding before the legitimately established tribal court against Nancy Ayala, Tracey Brechbuehl, Karen Wynn, Charles Sargosa, the Trustee and the holders of the Notes seeking a court order, among other things, declaring unlawful, halting and awarding damages as a result of, an alleged conspiracy among the defendants to usurp the authority and governance of the Tribe and CEDA and dealings between the Trustee and the holders of the Notes, on the one hand, and the other defendants, on the other. CEDA continues to seek solutions to the disputes with the faction led by Nancy Ayala over Tribal governance and to the difficulties caused by this faction's refusal to deposit with Rabobank revenues generated by Chukchansi Gold as required by the Indenture. COMMONWEALTH GROUP-MOCKSVILLE: Amended Plan Outline Approved ------------------------------------------------------------ Bankruptcy Judge Richard Stair Jr., overruled PNC Bank, National Association's objection to the Amended Disclosure Statement explaining the bankruptcy-exit plan filed by Commonwealth Group- Mocksville Partners, LP. PNC Bank, successor by merger to National City Bank, a national banking association f/k/a National City Bank of Kentucky, contends the Amended Disclosure Statement is deficient for the following reasons: (1) it fails to provide an explanation for the circumstances giving rise to the Chapter 11 bankruptcy filing; (2) it fails to disclose potential payments to insiders and relationships to affiliates; (3) it fails to disclose or value potentially avoidable pre-petition transfers; (4) it fails to analyze the collectibility of accounts receivable; and (5) it does not disclose the disposition of pre-petition funds derived from property rents. PNC Bank also argues that the Amended Plan the Debtor filed on March 28, 2013, is facially unconfirmable, thus necessitating disapproval of the Amended Disclosure Statement. The Court, however, held that the Amended Disclosure Statement contains adequate information to allow creditors to accept or reject the Amended Plan filed by the Debtor on March 28, 2013. A copy of the Court's April 22, 2013 Memorandum and Order is available at http://is.gd/s35lzBfrom Leagle.com. About Commonwealth Group Commonwealth Group-Mocksville Partners, LP, filed a Chapter 11 petition (Bankr. E.D. Tenn. Case No. 12-34319) on Oct. 25, 2012, in Knoxville, Tennessee. The Debtor disclosed $11,391,578 in assets and $22,668,998 in liabilities in its amended schedules. The Debtor owns 30 acres of commercial property in Mocksville, Davie County, North Carolina. The Debtor constructed a 48,179 square foot retail shopping center on 5.58 acres of the property, which is currently 95% leased to various retail tenants. Judge Richard Stair Jr. presides over the case. Maurice K. Guinn, Esq., at Gentry, Tipton & McLemore P.C., in Knoxville, Tenn., represents the Debtor as counsel. The petition was signed by Milton A. Turner, chief manager and general partner. CONEXANT SYSTEMS: Disclosure Approved for Soros Acquisition ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Conexant Systems Inc. is primed for a June 4 confirmation hearing to approve the plan to sell the business to an affiliate of Soros Fund Management LLC in exchange for debt. The report relates that originally, the plan called for distributing $2 million among unsecured creditors with claims of $32.9 million. To bring the official unsecured creditors' committee on board with the plan, the pot was increased to $2.9 million. In addition, secured lenders will waive their $114.5 million deficiency claim and thus not deplete the recovery by unsecured creditors. As a result, the approved disclosure statement shows a predicted 6% to 9% recovery for unsecured creditors. The bankruptcy court approved the disclosure statement on April 19. The court also gave final approval for $15 million in financing from Soros. The report notes that Soros is a secured creditor holding $195.5 million in 11.25% senior secured notes. He will exchange the debt for the new stock and a $76 million unsecured note to be issued by the reorganized holding company, for a predicted 41% recovery. The Soros company holding the debt is QP SFM Capital Holdings Ltd. BankruptcyData reported that Conexant Systems filed with the U.S. Bankruptcy Court First and Second Modified Joint Plans of Reorganization and related Disclosure Statements for each. The Second Amended Disclosure Statement explains, "The Debtors are very pleased that after extensive, good faith negotiations, the Plan embodies a settlement among the Debtors and the Consenting Parties, each of which is supportive of the Plan and the Debtors' expeditious emergence from chapter 11. The Plan provides for the reorganization of the Debtors as a going concern and proposes an appropriate post-emergence balance sheet, which will poise the Debtors for future success. Specifically, the Plan contemplates a substantial reduction in the Debtors' funded debt obligations by satisfying the Secured Notes Claim held by the Debtors' sole prepetition secured lender, QP SFM Capital Holdings Limited, an entity managed by Soros Management LLC (the 'Secured Lender'), with New Common Stock and New Notes. As a result, the Plan contemplates satisfying Claims through the following sources: cash on hand to make any payments provided for in the Plan; new unsecured payment-in-kind notes issued by Holdco, referred to in the Plan as the 'New Notes,' in the amount of $76 million, which Notes will not be guaranteed by any other affiliate or subsidiary of Holdco including, for the avoidance of doubt, Conexant OpCo; shares of stock in Holdco, referred to in the Plan as the 'New Common Stock;' and conversion of all of the commitments outstanding under the DIP Facility Credit Agreement into Interests of Holdco," the BData report related, citing court documents. About Conexant Newport Beach, California-based Conexant Systems, Inc. (NASDAQ: CNXT) -- http://www.conexant.com/-- is a fabless semiconductor company. Conexant's comprehensive portfolio of innovative semiconductor solutions includes products for imaging, audio, embedded-modem, and video applications. Outside the United States, the Company has subsidiaries in Northern Ireland, China, Barbados, Korea, Mauritius, Hong Kong, France, Germany, the United Kingdom, Iceland, India, Israel, Japan, Netherlands, Singapore, and Israel. Conexant Systems, Inc. filed a Chapter 11 petition (Bankr. D. Del. Case No. 13-10367) on Feb. 28, 2013, with an agreement for a balance sheet restructuring with equity sponsors and sole secured lender, QP SFM Capital Holdings Limited, an entity managed by Soros Fund Management LLC. Kirkland & Ellis LLP and Klehr Harrison Harvey Branzburg LLP serve as legal counsel and Alvarez & Marsal acts as restructuring advisor to Conexant. Akin Gump Strauss Hauer & Feld LLP and Pepper Hamilton LLP serve as legal counsel and Blackstone Advisory Partners L.P. as restructuring advisor to the secured lender. BMC Group Inc. is the claims and notice agent. CORMEDIX INC: NYSE MKT Listing Compliance Deadline Extended ----------------------------------------------------------- CorMedix Inc. on April 22 received a notice from the NYSE MKT that the NYSE-MKT has accepted CorMedix's plan to regain compliance with Section 1003(a)(iv) of the continued listing standards of the NYSE-MKT and granted CorMedix an extension until June 30, 2013 to regain compliance. CorMedix had received notice on April 20, 2012 from the NYSE MKT informing it that CorMedix was not in compliance with Section 1003(a)(iv) of the NYSE MKT's continued listing standards due to financial impairment. CorMedix was afforded the opportunity to submit a plan to the NYSE MKT to regain compliance and, on May 17, 2012, presented its plan to the NYSE MKT. On June 27, 2012, the NYSE MKT accepted CorMedix's plan and granted it an extension until August 22, 2012 to regain compliance with the continued listing standards. On September 21, 2012, the NYSE MKT notified CorMedix that it granted CorMedix another extension to January 31, 2013 and on February 1, 2013, NYSE MKT notified that CorMedix was further granted extension until April 15, 2013 to regain compliance with the continued listing standards of the NYSE MKT. Separately, and as previously reported, on April 5, 2013, CorMedix received notice from NYSE MKT indicating that CorMedix was not in compliance with Section 1003(a)(i) of the NYSE MKT's continued listing standards due to having less than $2 million of stockholders' equity as reported in its Form 10-K for the fiscal year ended December 31, 2012. Under NYSE MKT regulations, CorMedix must submit a plan of compliance no later than May 6, 2013 to address how it intends to regain compliance by October 20, 2013. If that plan is accepted by NYSE MKT, CorMedix may be able to continue its listing through October 20, 2013, during which time CorMedix will be subject to periodic review to determine whether it is making progress consistent with the plan. If CorMedix is not in compliance with all of the NYSE MKT's continued listing standards within the timeframes provided, or does not make progress consistent with the prior plan or the new plan to be submitted to the NYSE MKT during the respective plan period, the NYSE MKT will initiate delisting proceedings. About CorMedix Headquartered in Bridgewater, New Jersey, CorMedix Inc. (NYSE MKT:CRMD) -- http://www.cormedix.com-- is a pharmaceutical company that seeks to in-license, develop and commercialize therapeutic products for the prevention and treatment of cardiac and renal dysfunction, also known as cardiorenal disease. CorMedix most advanced product candidate is CRMD003 (Neutrolin(R)) for the prevention of catheter related bloodstream infections and maintenance of catheter patency in tunneled, cuffed, central venous catheters used for vascular access in hemodialysis patients. COSTA BONITA: Creditor Wants Quick Payment or Case Dismissal ------------------------------------------------------------ Asociacion de Condomines de Costa Bonita Beach Resort, creditor, has asked the U.S. Bankruptcy Court for the District of Puerto Rico to require Costa Bonita Beach Resort Inc to pay $52,894.08, or dismiss or convert the Debtor's case to Chapter 7. On April 23, 2012, the Creditor requested from the Court the payment of administrative expenses in the amount of $16,028.51 monthly. The Creditor's motion was granted on May 31, 2012, but the Debtor failed to pay. As of April 18, 2013, the expenses amount to $52,894.08. The Creditor said that the failure to comply with the order has provoked irreparable damages to the Creditor. The Debtor, according to the Creditor, made a payment in February "for the amount of $10,472.08 and $5,556.43 both were returned for lack of sufficient funds." "The Creditor does not own the means to keep maintaining the premises and irreparable deterioration will be unstoppable," the Creditor stated. The Creditor added that the situation can be reversed and the premises could be maintained in clean and appealing conditions if the Debtor complies with their reponsibility to pay their share of the maintenance fee. The Creditor said that the only way the Debtors can reorganize is by selling units, but the premises and communal areas need to be on a healthy and appealing manner for the banks to lend and for the future prospect to be willing to pay for the units. The Court has given the Debtor up to 14 days from the April 19, 2013 notice of the order to file an objection to the Creditor's moiton. If no objection is filed, the Court will dismiss or convert the Debtor's case to Chapter 7. If a timely opposition is filed, a hearing will be held on May 15, 2013, at 10:30 a.m. The Creditor is represented by: Jose M. Prieto Carballo, Esq. JPC LAW OFFICE P.O. Box 363565 San Juan, PR 00936-3565 Tel: (787)607-2066 (787)607-2166 E-mail: jpc@jpclawpr.com About Costa Bonita Costa Bonita Beach Resort, Inc., owns 50 apartments at the Costa Bonita Beach Resort in Culebra, Puerto Rico. It filed a bankruptcy petition under Chapter 11 of the Bankruptcy Code for the first time (Bankr. D.P.R. Case No. 09-00699) on Feb. 3, 2009. During this case, the Court entered an Opinion and Order finding that the Debtor satisfied all three (3) prongs of the Single Asset Real Estate, and, as such is a SARE case subject to 11 U.S.C. Sec. 362(d)(3). The Court also entered an Order modifying the automatic stay to allow creditor DEV, S.E., to continue in state court proceedings for the removal of the illegal easement and the restoration of DEV, S.E.'s land to its original condition by the Debtor. The first bankruptcy petition was dismissed on May 10, 2011 on the grounds that the Debtor failed to comply with an April 21, 2011 Order and the Debtor's failure to maintain adequate insurance. The case was subsequently closed on Oct. 11, 2011. Costa Bonita Beach Resort filed a second bankruptcy petition (Bankr. D.P.R. Case No. 12-00778) on Feb. 2, 2012, in Old San Juan, Puerto Rico. In the 2012 petition, the Debtor said assets are worth $15.1 million with debt totaling $14.2 million, including secured debt of $7.8 million. The apartments are valued at $9.6 million while a restaurant and some commercial spaces at the resort are valued at $3.67 million. The apartments serve as collateral for the $7.8 million while the commercial property is unencumbered. Bankruptcy Judge Enrique S. Lamoutte presides over the 2012 case. Charles Alfred Cuprill, Esq., serves as counsel in the 2012 case. The petition was signed by Carlos Escribano Miro, president. CREATIVE MEMORIES: Files for Bankruptcy Again --------------------------------------------- Stephanie Gleason at Dow Jones' DBR Small Cap reports the owner of direct-sales scrapbook brand Creative Memories filed for Chapter 11 bankruptcy, its second filing in five years. CRN CONCEPTS: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: CRN Concepts, Inc. dba Design Innovations 8350-C Arrowridge Boulevard Charlotte, NC 28273 Bankruptcy Case No.: 13-30816 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: J. Craig Whitley Debtor's Counsel: James H. Henderson, Esq. JAMES H. HENDERSON, P.C. 1201 Harding Place Charlotte, NC 28204-2248 Tel: (704) 333-3444 Fax: (704) 333-5003 E-mail: henderson@title11.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ncwb-13-30816.pdf The petition was signed by David J. Tatanish, president. CSC HOLDINGS: Fitch Assigns 'BB+' Rating to $4.8BB Credit Facility ------------------------------------------------------------------ Fitch Ratings has assigned a 'BB+' rating to CSC Holdings, LLC's $4.8 billion senior secured credit facility consisting of a $1.5 billion revolver due 2018, a $959 million Term Loan A due 2018 and a $2.35 billion Term Loan B due 2020. Fitch expects the proceeds from the new credit facility will be used to refinance CSCH's existing senior secured debt. CSCH is a wholly owned subsidiary of Cablevision Systems Corporation (rated 'BB-' by Fitch). CVC had approximately $11 billion of consolidated debt outstanding as of Dec. 31, 2012. Key Rating Drivers: -- The terms and conditions of the new credit facility are expected to be substantially similar to the existing senior secured credit facility. -- The new credit facility will not result in any material improvement of the company's credit profile but is in line with Cablevision's strategy to extend its maturity profile. -- Positively the new facilities reduce refinancing risk related to 2016 scheduled maturities. -- Business strategies and investments have weakened Cablevision's credit profile. The refinancing of CSCH's credit facilities improves overall financial flexibility and meaningfully reduces the refinancing risk associated with its 2016 scheduled maturities, which totaled approximately $3.3 billion as of year-end 2012. Beside the extension of the company's maturity profile, Cablevision's credit profile has not substantially changed. Fitch considers Cablevision's liquidity position and overall financial flexibility to be adequate within the current ratings. The company's liquidity position is supported by cash on hand totaling $365 million as of Dec. 31, 2012 and available borrowing capacity from CSCH's new $1.5 billion revolver expiring April 2018. Cablevision does not have significant near term scheduled maturities. Adjusted for the new credit facilities and pro forma for the sale of Bresnan Broadband Holdings, LLC, Fitch estimates 2013 scheduled maturities total approximately $32 million, followed by $272 million in 2014, $183 million in 2015 and $685 during 2016. Fitch believes that Cablevision has sufficient capacity within the current ratings to accommodate management's decision to increase capital expenditures and to refrain from increasing prices during 2012. The increased level of investment, while prudent from a competitive standpoint, will constrain free cash flow (FCF) generation, pressure EBITDA margin, and limit overall financial flexibility resulting in a weaker credit profile. However, Fitch expects the company's operating profile will benefit from price increases taken during 2013 and anticipates that capital spending and operating margin will revert to levels closer to historical performance during 2013 and 2014, which will drive FCF generation and position the company's credit profile more in line with the current ratings. These strategic decisions are viewed within the context of the company's capital allocation strategy, which during 2012 became more balanced as the company curtailed share repurchases to $188.6 million (versus $555.8 million during 2011) and maintained a consistent dividend. Additionally Cablevision elected to use the cash it received from the settlement of litigation with DISH Network to reduce debt. Cash proceeds the company expects to receive related to the pending sale of Bresnan Broadband Holdings, LLC presents further opportunity to reduce debt. Cablevision's consolidated leverage as of Dec. 31, 2012 swelled to 5.8x based on Fitch's calculations, weakly positioning the company's credit profile within the existing ratings. Fitch expects Cablevision's credit profile to strengthen somewhat during 2013 as the company benefits from price increases and modest margin improvement. Fitch anticipates leverage will approximate 5x by year-end 2013 and 4.8x by the end of 2014. The leverage is somewhat more aggressive than CVC's investment-grade rated cable multiple system operator peers. Fitch does not anticipate CVC will increase leverage in order to support its share repurchase program. Cablevision generated negative $87.6 million of FCF from continuing operations during 2012. Fitch expects positive FCF generation during 2013, ranging between 2% and 4% of revenues reflecting modest operating margin gains. Fitch believes that CVC will maintain an appropriate balance between investing in its business during 2013 and repurchasing shares. Fitch acknowledges that CVC's share repurchase authorization represents a significant potential use of cash; however, the agency believes that the company would continue to reduce the level of share repurchases should the operating environment materially change in order to maximize flexibility. Overall Cablevision's ratings incorporate the solid operating profile and competitive strength of the company's core cable business. In Fitch's opinion, the operating profile of Cablevision's cable segment is among industry leaders and has proven to be resilient to persistent competitive pressures and a weak economic recovery characterized by continued soft employment markets. Outside of the company adopting a more aggressive financial or acquisition strategy, which is expected to remain a key rating consideration, the weakening of CVC's competitive position presents the greatest concern within the company's credit profile. The competitive pressure associated with the service overlap among the different telecommunications service providers, while intense, is not expected to materially change during the ratings horizon. Innovative service offerings such as the company's deployment of a WI-FI broadband wireless network, the introduction of a remote storage digital video recorder service, and the emergence of video-over-IP applications enhance the company's competitive position. RATING SENSITIVITIES Key considerations that can lead to positive rating actions include: -- Further strengthening of the company's credit profile and reduction of leverage to levels approaching 4x; -- Cablevision demonstrating that its operating profile will not materially decline in the face of competition and the soft economic recovery. Negative ratings actions would likely coincide with: -- The company's inability to realize the expected benefits of its operating strategies and strengthen its operating profile. Specifically, Fitch will be looking for mid-single-digit ARPU growth, operating margins returning to the high 30% range and FCF generation in excess of $400 million; -- A management decision to increase leverage greater than 6x to repurchase shares, fund a large dividend, or fund a non-core investment or acquisition in the absence of a clear path to de- lever the company to within its current leverage target will likely spur a negative rating action. DECISION DIAGNOSTICS: Recurring Losses Cue Going Concern Doubt -------------------------------------------------------------- Decision Diagnostics Corp. filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 L.L. Bradford & Company, LLC, in Las Vegas, Nevadam expressed substantial doubt about Decision Diagnostics' ability to continue as a going concern, citing the Company's recurring losses from operations. The Company reported a net loss of $3.1 million on $6.2 million of revenue in 2012, compared with a net loss of $2.1 million on $12.1 million of in 2011. According to the regulatory filing, during the third and fourth quarters of 2012, the Company experienced a significant decline in revenue creating a 49% decline in the Company's overall revenues for the year ended Dec. 31, 2012. The Company said the decline in revenue was anticipated and the direct result of the Company's phasing out of sales of brand name diagnostic products that will directly compete with the Company's new Shasta Genstrip. The Company's balance sheet at Dec. 31, 2012, showed $4.1 million in total assets, $3.3 million in total liabilities, and stockholders' equity of $851,580. A copy of the Form 10-K is available at http://is.gd/rZiJyF Westlake Village, California-based Decision Diagnostics Corp. (formerly instaCare Corp.) is a nationwide prescription and non- prescription diagnostics and home testing products distributor. DETROIT, MI: Emergency Manager Eyes End to Union Bargaining ----------------------------------------------------------- Steve Neavling, writing for Reuters, reported that Detroit's emergency manager indicated for the first time that he may end collective bargaining with city employees as part of his effort to shore up the city's sagging finances. According to the Reuters report, Kevyn Orr, a former bankruptcy lawyer, alerted state labor officials on Thursday that he has no legal requirement to bargain or participate in compulsory arbitration with Detroit's public safety unions. The statement by Orr, sent in letters to state employment relations officials, is his first public indication that he actively is considering exercising some of the most sweeping powers granted to him under the 2012 state law that created the position of emergency manager, Reuters pointed out. Reuters related that Detroit has agreements with some 48 unions, and outside analysts say the city needs concessions from organized labor if it is to restore public finances devastated by a shrinking population and high unemployment. Staking out his position in the letters, Orr stated that Detroit is in receivership, and he has no duty to bargain under procedures set forward in the state Public Employment Relations Act, Reuters said. The city and its lawyers "are authorized to advance this position and seek...any and all relief available by law," he said. Orr's move incensed unions for firefighters, police officers and paramedics, whose current pacts with the city end on June 30, Reuters added. DEWEY & LEBOEUF: Reaches Deal with BofA on $1.6M Microsoft Claims ----------------------------------------------------------------- Sindhu Sundar of BankruptcyLaw360 reported that Dewey & LeBoeuf LLP agreed Wednesday to pay some $1 million out of $1.6 million claims by a Bank of America NA unit related to certain agreements between Dewey and Microsoft Corp. over the now-bankrupt law firm's use of Microsoft software and intellectual property licenses. According to the report, in a stipulation filed in New York Bankruptcy Court, Dewey and Banc of America Leasing & Capital LLC -- which received part of the right of payment for Microsoft under those software agreements -- agreed to resolve their dispute. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. Dewey filed a Chapter 11 Plan of Liquidation and an accompanying Disclosure Statement on Nov. 21, 2012. It filed amended plan documents on Dec. 31, in an attempt to address objections lodged by various parties. A second iteration was filed Jan. 7, 2013. The plan is based on a proposed settlement between secured lenders and Dewey's official unsecured creditors' committee, as well as a settlement with former partners. On Feb. 27, 2013, the Bankruptcy Court confirmed Dewey & Leboeuf's Second Amended Chapter 11 Plan of Liquidation dated Jan. 7, 2013, As of the Effective Date of the Plan, the Debtor will be dissolved. DEX ONE: IRS, et al., File Objections to Plan Confirmation ---------------------------------------------------------- The Internal Revenue Service asserts that it opposes confirmation of the Chapter 11 Plan of Dex One Corp., et al., until the Debtors file all federal tax returns. The IRS has asserted an estimated $110,700 general unsecured claim against Dex One. The Plan Confirmation hearing is currently set for April 29, 2013. Among other things, the IRS objects to the third party non-debtor limitation of liability, exculpation, injunction and release provisions under the Plan. The IRS also complains that the Plan makes no provision for the preservation of its setoff and recoupment rights. ACE American Insurance Company, Westchester Surplus Lines Insurance Company and its affiliates also filed their objection to the Plan. The ACE Companies and the Debtors are parties to policy agreement that provide coverage for general liability, directors' and officers' liability and property damage. The ACE Companies assert that the Plan cannot be confirmed because it (a) imposes a claims bar date without complying with the notice requirements under the Federal Bankruptcy Rules with respect to bar date orders; and (b) purports to impermissibly modify the ACE Companies' rights under the Agreements by (i) impairing ACE's rights to control the defense and settlement of otherwise covered claims; (ii) enjoining the enforcement of ACE's rights of set-off, recoupment and subrogation; and (iii) authorizing certain corporate restructuring transactions that may alter ACE's potential exposure under current-year policies. Oracle America, Inc. and its units also expressed concern on any Plan provision that may allow assignment and assumption of their shared services agreements with the Debtors, without Oracle's consent. Oracle currently provide some software applications and services to the Debtors. Oracle specifies that their contracts with the Debtors involve the licensing of patented and copyrighted materials. Creditor Diane A. Holbert, Treasurer of Douglas County, Colorado, for its part, also complained in court papers that the Plan fails to provide that Douglas County will retain its statutory lien until its allowed secured tax claim is paid in full, including postpetition interest. About Dex One Dex One Corp., headquartered in Cary, North Carolina, is a local business marketing services company that includes print directories and online voice and mobile search. The company employs 2,200 people across the United States. Dex One provides print yellow pages directors, which it co-brands with other recognizable brands in the industry, including Century Link and AT&T. It also provides the yellow pages websites DexKnows.com and DexPages.com, as well as mobile apps Dex Mobile, Dex CityCentral. Dex One and 11 affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10534) on March 17 and 18, 2013, with a prepackaged plan of reorganization designed to effectuate a merger with SuperMedia Inc. Dex One disclosed total assets of $2.84 billion and total liabilities of $2.79 billion as of Dec. 31, 2012. Houlihan Lokey is acting as financial advisor to Dex One, and Kirkland & Ellis LLP is acting as its legal counsel. Pachulski Stang Ziehl & Jones LLP is co-counsel. Epiq Systems serves as claims agent. This is Dex One's second stint in Chapter 11. Its predecessor, R.H. Donnelley Corp., sought Chapter 11 protection in May 2009 (Bankr. Bank. D. Del. Case No. 09-11833 through 09-11852) and changed its name to Dex One Corp. after emerging from bankruptcy in January 2010. As of Dec. 31, 2012, persons or entities directly or indirectly own, control, or hold 5% or more of the voting securities of Dex One are Franklin Advisers, Inc., Hayman Capital Management LP, Robert E. Mead, Restructuring Capital Associates LP, Paulson & Co., Inc., and Mittleman Investment Management LLC. DOGWOOD PROPERTIES: U.S. Trustee Unable to Form Committee --------------------------------------------------------- The United States Trustee has said an official committee under 11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case of Dogwood Properties, G.P. The U.S. Trustee has attempted to solicit creditors interested in serving on an official unsecured creditors' committee from the 20 largest unsecured creditors. After excluding governmental units, secured creditors and insiders, the U.S. Trustee has been unable to solicit sufficient interest in serving on the committee About Dogwood Dogwood Properties, G.P., owns and operates 110 single-family rental homes, all located in Shelby and DeSoto counties in Tennessee. The total value of its real estate holdings is estimated to be $9,985,000. Dogwood has nine secured lenders who are owed a total of approximately $14,486,000. Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 13-21712) on Feb. 16, 2013. Judge Jennie D. Latta presides over the case. Gotten, Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel. DOGWOOD PROPERTIES: Files List of 20 Largest Unsecured Claims ------------------------------------------------------------- Dogwood Properties, G.P., in March submitted a new list of its 20 largest unsecured creditors, disclosing: Entity Nature of Claim Claim Amount ------ --------------- ------------ Orion Federal Credit Union $4,212,129 7845 Highway 64 Collateral: Memphis, TN 38133 $3,016,312 Unsecured: $1,195,816 RREF RB Acquisitions, LLC $2,336,472 Collateral: $1,525,000 Unsecured: $811,472 Independent Bank $2,048,442 5050 Poplar Avenue Collateral: Memphis, TN 3813 $1,331,000 Unsecured: $717,442 Commercial Bank & Trust $1,273,729 510 S. Mendenhall Collateral: Memphis, TN 38117 $835,000 Unsecured $438,729 Magna Bank $394,032 1000 Ridgeway Loop, Suite 301 Collateral: Memphis, TN 38120 $396,000 Unsecured: $196,032 Paragon National Bank $242,789 P.O. Box 2022 Collateral: Memphis, TN 38101 $157,812 Unsecured: $169,256 Insouth Bank $150,000 180 Peachtree Plaza Brownsville, TN 38012 Sycamore Bank $149,273 P.O. Box 96 Collateral: Senatobia, MS 38668 $97,027 Unsecured: $149,273 Paragon National Bank $373,708 P.O. Box 2022 Collateral: Memphis, TN 38101 $242,910 Unsecured: $130,798 Michael Murphy $115,347 384 South Goodlett Collateral: Memphis, TN 38117 $75,000 Unsecured: $115,347 Sycamore Bank $115,096 P.O. Box 96 Collateral: Senatobia, MS 38668 $74,812 Unsecured: $115,096 Sycamore Bank $104,431 P.O. Box 96 Senatobia, MS 38668 Merchants & Farmers Bank $195,644 2323 N. Germantown Parkway, Suite 105 Collateral: Cordova, TN 38016 $127,605 Unsecured: $68,038 Merchants & Farmers Bank $195,229 6543 Goodman Road Collateral: Southaven, MS 38654 $127,335 Unsecured: $67,893 Sycamore Bank $192,139 P.O. Box 96 Collateral: Senatobia, MS 38668 $124,890 Unsecured: $67,248 Merchants & Farmers Bank $189,213 2323 N. Germantown Parkway, Suite 105 Collateral: Cordova, TN 38016 $123,411 Unsecured: $65,801 Merchants & Farmers Bank $188,415 6543 Goodman Road Collateral: Southaven, MS 38654 $122,890 Unsecured: $65,524 Paragon National Bank $171,331 P.O. Box 2022 Collateral: Memphis, TN 38101 $111,365 Unsecured: $59,965 About Dogwood Dogwood Properties, G.P., owns and operates 110 single-family rental homes, all located in Shelby and DeSoto counties in Tennessee. The total value of its real estate holdings is estimated to be $9,985,000. Dogwood has nine secured lenders who are owed a total of approximately $14,486,000. Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 13-21712) on Feb. 16, 2013. Judge Jennie D. Latta presides over the case. Gotten, Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel. DOGWOOD PROPERTIES: Files Schedules of Assets and Liabilities ------------------------------------------------------------- Dogwood Properties, G.P., filed with the U.S. Bankruptcy Court for the Western District of Tennessee, Western Division, its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $10,228,153 B. Personal Property $175,587 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $15,485,137 E. Creditors Holding Unsecured Priority Claims $15,916 F. Creditors Holding Unsecured Non-priority Claims $430,466 ----------- ----------- TOTAL $10,403,740 $15,931,519 About Dogwood Dogwood Properties, G.P., owns and operates 110 single-family rental homes, all located in Shelby and DeSoto counties in Tennessee. The total value of its real estate holdings is estimated to be $9,985,000. Dogwood has nine secured lenders who are owed a total of approximately $14,486,000. Dogwood Properties filed a Chapter 11 petition (Bankr. W.D. Tenn. Case No. 13-21712) on Feb. 16, 2013. Judge Jennie D. Latta presides over the case. Gotten, Wilson, Savory & Beard, PLLC, serves as the Debtor's counsel. DOLE FOOD: Debt Facility Increase No Impact on Moody's 'B1' CFR --------------------------------------------------------------- Moody's Investors Service said that the upsizing of Dole Food Company Inc.'s new credit facility is a credit negative but has no affect on the B1 Corporate Family Rating, Ba3 credit facility rating, SGL-2 Speculative Grade Liquidity Rating or stable outlook. Dole's B1 CFR reflects the earnings and cash flow volatility inherent in the company's smaller and more commodity oriented business post the Itochu sale, as well as the impact of uncontrollable factors such as weather, and regulations on key products in the remaining business. Moody's expects that leverage will remain high given significant capital investment plans in 2013 and the potential for debt funded acquisitions and shareholder returns. However, despite the sale of businesses that accounted for 38% of total revenues, Dole still benefits from sizeable scale, with over $4.2 billion in pro forma 2012 revenues, leading market positions in a number of categories, and good, though diminished geographic diversity. The stable outlook reflects Moody's view that Dole will maintain healthy liquidity and that its recent initiatives to cut costs and simplify the business will begin to improve profitability in the next few years. Ratings could be upgraded if Dole achieves material and sustained improvement in operating margins and is able to reduce leverage such that debt to EBITDA is sustained below 4 times, using Moody's adjustments. Management's willingness to commit to such lower leverage levels would be an important consideration. Upward rating momentum would also require maintenance of a strong liquidity profile. A downgrade could be considered if leverage is sustained above 5.5 times, if operating profits deteriorate or if the company engages in large debt funded acquisitions or shareholder returns. Headquartered in Westlake Village, California, Dole produces fresh fruit and fresh vegetables. 2012 sales, pro forma for the sale of businesses to Itochu were approximately $4.2 billion. Dole's chairman, David Murdock, and his affiliates beneficially own approximately 40% of the company's common stock. DOW CORNING: 6th Cir. Issues Amended Opinion on Time Value Credits ------------------------------------------------------------------ The U.S. Court of Appeals for the Sixth Circuit issued an amended opinion dated April 18 on its decision affirming a lower court decision on the request of Dow Corning Corporation for Time Value Credits to account for the timing of certain payments it made to the Depository Trust set up for the benefit of breast implant tort claimants. The district court denied Dow's requests except for the instances where the Funding Payment Agreement expressly provides for Time Value Credits. The Sixth Circuit's original decision issued last month was reported in the March 13 edition of the Troubled Company Reporter. According to the April 18 amended opinion, the Sixth Circuit said, "The district court was correct to distinguish between Time Value Credits and net present value adjustments. Time Value Credits are credits that operate to reduce the Annual Payment Ceilings when expressly provided for in the Funding Agreement. Net present value adjustments, on the other hand, are the adjustments made to compare the net present value of Dow's total payments with the $2.35 billion net present value funding cap. Accordingly, we AFFIRM the district court's order with respect to every finding except its determination that Dow is never entitled to a Time Value Credit for Funding Periods after Funding Period 2. The Funding Agreement clearly states that if the cash and Insurance Proceeds received by the Trust during these Funding Periods exceeds the applicable Annual Payment Ceiling, Dow is entitled to a Time Value Credit for the excess. We hold that the Funding Agreement is unambiguous and that Dow is entitled to Time Value Credits only where expressly provided by the Funding Agreement. We express no opinion as to whether Dow is entitled to a net present value adjustment for the Initial Payment." A copy of the April 18 amended opinion is available at http://is.gd/3yxGzhfrom Leagle.com. About Dow Corning Dow Corning Corp. -- http://www.dowcorning.com/-- produces and supplies more than 7,000 silicon-based products and services to more than 25,000 customers worldwide. Dow Corning is equally owned by The Dow Chemical Company and Corning Incorporated. The Company filed for Chapter 11 protection on May 15, 1995 (Bankr. E.D. Mich. Case No. 95-20512) to resolve silicone implant- related tort liability. The Company owed its commercial creditors more than $1 billion at that time. A consensual Joint Plan of Reorganization, amended on February 4, 1999, offering to pay commercial creditors in full with post-petition interest, establish a multi-billion-dollar settlement trust for tort claims, and leave Dow Corning's shareholders unimpaired, took effect on June 30, 2004. DYNEGY INC: Wants Claims Objection Deadline Extended Thru Oct. 14 ----------------------------------------------------------------- Reorganized Dynegy Inc., in its capacity as disbursing agent under the confirmed Chapter 11 Plan, is seeking an extension of the deadline by which it is required to file claim objections through October 14, 2013. The Claims Objection Deadline expired on March 30, 2013, or 180 days after the effective date of the Plan. According to the Disbursing Agent, only a few unresolved claims remain, with which settlement negotiations are ongoing. Although the Disbursing Agent anticipates few, if any, objections will need to be filed with respect to the Remaining Claims, it would like to preserve the option to file objections out of an abundance of caution. About Dynegy Through its subsidiaries, Houston, Texas-based Dynegy Inc. (NYSE: DYN) -- http://www.dynegy.com/-- produces and sells electric energy, capacity and ancillary services in key U.S. markets. The power generation portfolio consists of approximately 12,200 megawatts of baseload, intermediate and peaking power plants fueled by a mix of natural gas, coal and fuel oil. Dynegy Holdings LLC and four other affiliates of Dynegy Inc. sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-38111) on Nov. 7, 2011, to implement an agreement with a group of investors holding more than $1.4 billion of senior notes issued by Dynegy's direct wholly-owned subsidiary, Dynegy Holdings, regarding a framework for the consensual restructuring of more than $4.0 billion of obligations owed by DH. If this restructuring support agreement is successfully implemented, it will significantly reduce the amount of debt on the Company's consolidated balance sheet. Dynegy Holdings disclosed assets of $13.77 billion and debt of $6.18 billion. Dynegy Inc. on July 6, 2012, filed a voluntary petition to reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to effectuate a merger with Dynegy Holdings, pursuant to Holdings' Chapter 11 plan. Dynegy Holdings and its affiliated debtor-entities are represented in the Chapter 11 proceedings by Sidley Austin LLP as their reorganization counsel. Dynegy and its other subsidiaries are represented by White & Case LLP, who is also special counsel to the Debtor Entities with respect to the Roseton and Danskammer lease rejection issues. The financial advisor is FTI Consulting. The Official Committee of Unsecured Creditors in Holdings' cases has tapped Akin Gump Strauss Hauer & Feld LLP as counsel. Dynegy Holdings and its parent, Dynegy Inc., completed their Chapter 11 reorganization and emerged from bankruptcy Oct. 1, 2012. Under the terms of the DH/Dynegy Plan, DH merged with and into Dynegy, with Dynegy, Inc., remaining as the surviving entity. Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy Danskammer, L.L.C. and Dynegy Roseton, L.L.C., won confirmation of their plan of liquidation in March 2013, allowing the former operating units of Dynegy to consummate a settlement agreement resolving some lease trustee claims and sell their facilities. EAGLE RECYCLING: In Chapter 11 While Searching for Buyer -------------------------------------------------------- Eagle Recycling Systems Inc. has obtained approval from the bankruptcy court in Newark, New Jersey, to access cash collateral of its lender while it searches for a buyer for the assets. Eagle Recycling Systems and affiliate Lieze Associates Inc. sought bankruptcy reorganization (Bankr. D.N.J. Case No. 13-18412 and 13-18413) on April 19 in Newark, New Jersey. Owned by the Marangi family, the company operates a solid waste transfer station and materials recovery facility in North Bergen. The company has a permit to process up to 1,000 tons per day and 6,000 tons of permitted materials per week. On April 22, Judge Rosemary Gambardella entered an interim consent order authorizing the Debtor to use cash collateral pursuant to the terms agreed with Comerica Bank. A final hearing on the Debtor's cash collateral motion is slated for May 29 at 10:00 a.m., and objections are due May 22. Comerica Bank, which is owed $6.1 million, has consented to the use of cash collateral on the condition that the Debtor provide monthly adequate protection payments of $50,000 beginning May 10, replacement liens, and statutory rights under 11 U.S.C. Sec. 507(b). The Debtors on April 22 also obtained approval of other first day motions, including requests to continue using their existing bank accounts, and pay prepetition wages and benefits of 38 full-time employees. The Debtors also obtained an extension until May 20, 2013 of the deadline to file their formal schedules of assets and liabilities and statements of financial affairs. The judge ceded to the Debtors' request for expedited consideration of the first day motions. A status conference before the bankruptcy judge is scheduled for June 5, 2013 at 2:00 p.m. The Debtors said that assets and liabilities were $10.5 million and $13.6 million, respectively as of Dec. 31, 2012. The Debtors believe that Comerica Bank's total indebtedness of $6.1 million is substantially oversecured. As of March 31, 2013, the Debtor also had unsecured liquidated debts of $3.6 million, loans payable to the estate of Nicholas Marangi in excess of $2.6 million, and significant unliquidated or disputed other liabilities. Sale of the Assets The Debtors disclosed in court filings that they have been in discussions and negotiations with various potential bidders for all or substantially all the Debtors' assets, including the Debtors' New Jersey property, the MRF and their other assets. Accordingly, the Debtors anticipate that in the relatively near future, they will be requesting that the Court approve bidding procedures and grant related relief in connection with a prospective sale of all or substantially all of its assets, either with or without a stalking horse bidder. Road to Bankruptcy The Debtors' combined unaudited revenues for the year ended Dec. 31, 2012, were $10,362,000, which resulted in a net loss of $1,784,000 for that year. For the first two months of 2013, total revenues were $1,706,532, and net operating income was $67,751. The Debtors said they filed for bankruptcy after Comerica Bank in February declared a default and accelerated all indebtedness. The Debtors were not been able to obtain any alternative financing, despite significant efforts to do so, and efforts to enter into a forbearance agreement were unsuccessful. The Debtors added that they have faced various operational and other difficulties that give rise to the need for the Chapter 11 filing, including: (i) a criminal investigation that resulted in Lieze pleading guilty to certain charges relating to illegal dumping at a landfill in Frankfort, New York; (ii) various environmental clean-up responsibilities resulting from the activities described above and other matters; (iii) the DEP's requirement that the Debtors upgrade to obtain the required Air Permit at a cost the Debtors estimate to be $1 million; and (iv) the substantial legal and other costs relating to these various proceedings and the attention required of new management to deal with these issues. The company was charged with "alleged illegal dumping" at a landfill in upstate New York from 2006 to 2011, according to a court filing. Marangi Family Marangi Family L.P., a Florida limited partnership and a guarantor of Eagle Recycling's obligations to Comerica Bank, is currently a debtor and debtor-in-possession in Chapter 11 proceedings pending in the U.S. Bankruptcy Court for the Southern District of Florida (Greater Palm Beach Division), Case No. 13-12473-EPK. It is contemplated that MFLP will shortly be filing an application to transfer venue of its Chapter 11 case to Newark, and that the Debtors will request that the MFLP case be jointly administered with Eagle Recycling's Chapter 11 cases. Comerica Bank is represented by: MILLER CANFIELD PADDOCK & STONE PLC 150 W. Jefferson Avenue -#2500 Detroit, MI 48226 Steven A. Roach, Esq. - and - HUNTON & WILLIAMS LLP 200 Park Avenue - 53rd Floor New York, NY 10166 Richard P. Norton, Esq. EAGLE RECYCLING: Meeting of Creditors on May 29 ----------------------------------------------- There's a meeting of creditors of Eagle Recycling Systems Inc. on May 29, 2013 at 12 p.m. The meeting will be held at Suite 1401, One Newark Center, in Newark, New Jersey. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. The company is using Chapter 11 to search for a buyer. About Eagle Recycling Eagle Recycling Systems and affiliate Lieze Associates Inc. sought bankruptcy reorganization (Bankr. D.N.J. Case No. 13-18412 and 13-18413) on April 19, 2013, in Newark, New Jersey. Owned by the Marangi family, the company has a solid-waste transfer station in North Bergen, New Jersey, with a permit to handle 6,000 tons a week. The facility mostly takes construction and demolition waste. Revenue in 2012 was $10.4 million, throwing off a $1.78 million net loss. Vincent F. Papalia, Esq., at Saiber, LLC, in Florham Park, New Jersey, serves as counsel. The Company disclosed assets of $10.5 million and debt of $13.6 million as of Dec. 31, 2012. Lender Comerica Bank is owed $6.1 million. EASTMAN KODAK: Seeks Court Approval of Kyocera Settlement --------------------------------------------------------- Eastman Kodak Company asked Judge Allan Gropper to approve a settlement of claims with Kyocera Corp. If approved by the bankruptcy judge, the settlement would end all claims and lawsuits between the companies over royalty payments for licensing agreements, and alleged patent infringement. One of them is Kyocera's recent patent infringement lawsuit against Kodak, which is pending in New York federal court. Under the deal, Kyocera agreed to pay $4.95 million to Kodak, and drop its $80 million claim for damages against the company. The agreement also includes a standstill period that ensures Kodak will not face further litigation with Kyocera for a period of three years following emergence from bankruptcy protection. The agreement is available for free at http://is.gd/KHEsCJ A court hearing to consider the proposed settlement is scheduled for May 1. Objections are due by April 30. About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. Kodak completed the $527 million sale of digital-imaging technology on Feb. 1, 2013. Kodak intends to reorganize by focusing on the commercial printing business. EASTMAN KODAK: Seeks Approval to Settle $5.25-Mil. Tax Deficiency ----------------------------------------------------------------- Eastman Kodak Co. signed an agreement to settle the $5.25 million claim filed by the New York Department of Taxation and Finance against the company for tax deficiency. Under the agreement, the agency can assert a claim against Kodak in the amount of $3.63 million. The claim will be paid, in part, by offsetting a pre-bankruptcy sales and use tax refund owed to Kodak. The agreement is available for free at http://is.gd/z1uEdf About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. In recent years, Kodak has been working to transform itself from a business primarily based on film and consumer photography to a smaller business with a digital growth strategy focused on the commercialization of proprietary digital imaging and printing technologies. Kodak has 8,900 patent and trademark registrations and applications in the United States, as well as 13,100 foreign patents and trademark registrations or pending registration in roughly 160 countries. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. Kodak completed the $527 million sale of digital-imaging technology on Feb. 1, 2013. Kodak intends to reorganize by focusing on the commercial printing business. ECOSPHERE TECHNOLOGIES: EES Has Exclusive License of Ozonix ----------------------------------------------------------- As previously disclosed, Hydrozonix, LLC, failed to issue a binding purchase order for Ozonix(R) EF80 Units 13 and 14 and make the required progress payments under its Exclusive Product Purchase and Sub-license Agreement with Ecosphere Technologies, Inc., and its majority owned subsidiary, Ecosphere Energy Services, LLC. Under the terms of a Feb. 6, 2013, agreement between the Company, EES and Hydrozonix, Hydrozonix had until April 15, 2013, to pay for Units 13 and 14, issue a binding purchase order for Units 15 and 16 and make an appropriate progress payment in order to maintain its exclusivity. Hydrozonix did not meet the terms of this February 6th agreement. As a result, EES is now the exclusive U.S. and global licensee of the patented Ozonix(R) technology. Further, under the Agreement, the Company's right to future royalties based on Hydrozonix's earnings before interest and taxes was reduced to 15% from 20%. About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere disclosed net income of $1.05 million on $31.13 million of total revenues for the year ended Dec. 31, 2012, as compared with a net loss of $5.86 million on $21.08 million of total revenues for the year ended Dec. 31, 2011. The Company's balance sheet at Dec. 31, 2012, showed $8.90 million in total assets, $3.87 million in total liabilities, $3.63 million in total redeemable convertible cumulative preferred stock, and $1.39 million in total equity. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company has seen a recent significant decline in its working capital primarily relating to delays in receiving additional purchase orders and related funding from a significant customer. This matter raises substantial doubt about the Company's ability to continue as a going concern. EMS FINANCIAL: District Court to Hear Lawsuit Against Insurer ------------------------------------------------------------- KENNETH KIRSCHENBAUM, as Trustee for the Estate of EMS Financial Services, LLC, Plaintiff, v. FEDERAL INSURANCE COMPANY, WHITE LINES COM, LLC, BRUCE POLLAK and "JOHN DOE #1" through "JOHN DOE #10", defendants being unknown to Plaintiff, the parties intended being any party asserting a claim for coverage under Debtor's errors and omissions insurance policy (Policy Number 8223-2057) issued by Federal Insurance Company, Defendant, No. 12-MC-524 (E.D.N.Y.), originally filed in bankruptcy court, will now proceed as a district court action after District Judge Arthur D. Spatt grantd the request of the defendant to withdraw the reference Kenneth Kirschenbaum, Esq., the Chapter 7 Trustee for EMS, filed the adversary proceeding on May 30, 2012, against Federal Insurance Company, seeking a declaration of the lights, duties, and liabilities of the parties under certain insurance policies. Federal argues that the case is a non-core proceeding that absent withdrawal, will require a costly and inefficient double trial because the bankruptcy court lacks constitutional authority to adjudicate the matter. A copy of the Court's April 19, 2013 Memorandum of Decision and Order is available at http://is.gd/HipDkafrom Leagle.com. Steven B. Sheinwald, Esq. -- ssheinwald@kirschenbaumesq.com -- at Kirschenbaum & Kirschenbaum, P.C., represents the Chapter 7 Trustee. Courtney Elizabeth Scott, Esq., John Collen, Esq., Mark D. Conzelmann, Esq. -- cscott@tresslerllp.com , jcollen@tresslerllp.com and mconzelmann@tresslerllp.com -- at Tressler LLP, New York, NY, Attorneys for the Defendant. EMS Financial Services, LLC, filed a voluntary petition for Chapter 7 bankruptcy in the United States Bankruptcy Court in the Eastern District of New York before United States Bankruptcy Judge Alan S. Trust on March 6, 2012. ENERGYSOLUTIONS INC: Gets Regulatory OKs to Effectuate Merger ------------------------------------------------------------- EnergySolutions, Inc., has now received the required regulatory approvals from the states of Ohio, South Carolina, Tennessee, and Utah, to merge with Rockwell Holdco, Inc. Further approvals are required from the U.S. Nuclear Regulatory Commission. On Jan. 7, 2013, EnergySolutions entered into an Agreement and Plan of Merger by and among EnergySolutions, Rockwell Holdco, Inc. ("Parent"), and Rockwell Acquisition Corp., a wholly owned subsidiary of Parent ("Merger Sub") relating to the acquisition of EnergySolutions by Parent. Parent and Merger Sub are affiliates of Energy Capital Partners II, LP. On April 5, 2013, EnergySolutions, Parent and Merger Sub entered into the First Amendment to the Merger Agreement. On Jan. 21, 2013, EnergySolutions notified the Director of the Utah Division of Radiation Control about the Merger and requested the consent of the Director of the Division of Radiation Control to the proposed indirect transfer of control of the Company's Utah radioactive material licenses and permits pursuant to the Merger. On April 17, 2013, the Utah Department of Environmental Quality's Division of Radiation Control announced that it has given its consent to the indirect transfer of control of the Company's Utah radioactive material licenses and permits pursuant to the Merger. About EnergySolutions Salt Lake City, Utah-based EnergySolutions offers customers a full range of integrated services and solutions, including nuclear operations, characterization, decommissioning, decontamination, site closure, transportation, nuclear materials management, the safe, secure disposition of nuclear waste, and research and engineering services across the fuel cycle. EnergySolutions reported net income of $3.92 million in 2012, as compared with a net loss of $193.64 million in 2011. The Company's balance sheet at Dec. 31, 2012, showed $2.65 billion in total assets, $2.35 billion in total liabilities and $300.91 million in total stockholders' equity. Bankruptcy Warning "Our senior secured credit facility contains financial covenants requiring us to maintain specified maximum leverage and minimum cash interest coverage ratios. The results of our future operations may not allow us to meet these covenants, or may require that we take action to reduce our debt or to act in a manner contrary to our business objectives. "Our failure to comply with obligations under our senior secured credit facility, including satisfaction of the financial ratios, would result in an event of default under the facilities. A default, if not cured or waived, would prohibit us from obtaining further loans under our senior secured credit facility and permit the lenders thereunder to accelerate payment of their loans and not renew the letters of credit which support our bonding obligations. If we are not current in our bonding obligations, we may be in breach of our contracts with our customers, which generally require bonding. In addition, we would be unable to bid or be awarded new contracts that required bonding. If our debt is accelerated, we currently would not have funds available to pay the accelerated debt and may not have the ability to refinance the accelerated debt on terms favorable to us or at all particularly in light of the tightening of lending standards as a result of the ongoing financial crisis. If we could not repay or refinance the accelerated debt, we would be insolvent and could seek to file for bankruptcy protection. Any such default, acceleration or insolvency would likely have a material adverse effect on the market value of our common stock," the Company said in its annual report for the year ended Dec. 31, 2012. * * * As reported in the Jan. 9, 2013 edition of the TCR, Standard & Poor's Ratings Services placed its ratings, including its 'B' corporate credit rating, on EnergySolutions on CreditWatch with developing implications. "The CreditWatch placement follows EnergySolutions' announcement that it has entered into a definitive agreement to be acquired by a subsidiary of Energy Capital Partners II," said Standard & Poor's credit analyst Jim Siahaan. EnergySolutions is permitted to engage in discussions with other suitors, which may include other financial sponsors or strategic buyers. ENOVA SYSTEMS: PMB Helin Donovan Raises Going Concern Doubt ----------------------------------------------------------- Enova Systems, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. PMB Helin Donovan, LLP, in San Francisco, California, expressed substantial doubt about Enova Systems' ability to continue as a going concern, citing the Company's significant recurring losses and accumulated deficit. The Company reported a net loss of $8.2 million on $1.1 million of revenues in 2012, compared with a net loss of $7.0 million on $6.6 million of revenues in 2011. The Company said, "For the year ended Dec. 31, 2012, loss on litigation was $2,014,000, an increase of $1,973,000 from an expense of $41,000 in 2011. The primary reason for the increase is due to our recording a charge of approximately $2 million in 2012 for a judgment entered in the litigation with Arens Controls." The Company's balance sheet at Dec. 31, 2012, showed $3.1 million in total assets, $5.7 million in total liabilities, and a stockholders' deficit of $2.6 million. A copy of the Form 10-K is available at http://is.gd/sranbR Torrance, Calif.-based Enova Systems, Inc., engages in the development, design and production of proprietary, power train systems and related components for electric and hybrid electric buses and medium and heavy duty commercial vehicles. ENTERTAINMENT PUBLICATIONS: Sells for $17.6MM in Ch. 7 Auction -------------------------------------------------------------- Jamie Santo of BankruptcyLaw360 reported that a Delaware bankruptcy judge on Monday approved the $17.55 million sale of private equity-owned Entertainment Publications LLC to a stalking- horse bidder led by a son of the coupon-book publisher's founders, completing a rare instance of a company in Chapter 7 being auctioned as a going concern. According to the report, the case had been made more unusual earlier in the day when U.S. Bankruptcy Judge Christopher S. Sontchi ordered the auction reopened, overriding the business judgment of Chapter 7 trustee Charles M. Forman, who previously determined the stalking horse presented was the highest and best bidder. About Entertainment Publications Troy-Michigan based Entertainment Publications LLC, a producer of discount and promotion products, filed for Chapter 7 liquidation on March 12 in Delaware (Case No. 13-10496). The company was founded in 1962 by Hughes and Sheila Potiker as Sports Unlimited, selling 8,000 coupon books in the Detroit area. The company was acquired in 2008 by an affiliate of MHE Private Equity Fund LLC, which said at the time that the sale and accompanying tax benefit to seller IAC/InterActive Corp. was valued at about $135 million. The petition described the assets as worth less than $50 million with debt totaling more than $50 million. Christopher Ward, Esq., vice chairman of the bankruptcy and financial restructuring practice group at the Kansas City, Mo.- based law firm Polsinelli Shughart, represents the company. In March 2011, the company rebranded itself as Entertainment Promotions LLC, which has been its d.b.a. since then. The bankruptcy appears to be fallout between Menard and his longtime friend and former business partner in MH Equity Partners, Steve Hilbert. Hilbert was removed from control of the private equity fund. Menard wanted Hilbert out because MH Private Equity's investments have lost 70 percent of their value, according to a lawsuit filed in November 2012 in Wisconsin by Merchant Capital and Menard Inc. MH Private Equity spent $495 million to buy or invest in eight companies, including Entertainment Publications. Those investments have lost $344 million of their value since the fund was founded in 2005. ESCARENT ENTITIES: 5th Cir. Won't Reverse Sale of Smyth Claims -------------------------------------------------------------- Lewis Miller Smyth challenges the bankruptcy court's and district court's findings that certain state law claims alleged against Edmund Weinheimer and John Scmermund were part of the bankruptcy estate. Mr. Smyth further alleges error in the sale of those claims to a third party. Mr. Smyth is a limited partner in Escarent Entities, L.P. Messrs. Weinheimer and Schmermund are also limited partners in Escarent. Simeon Land Development, L.L.C. is the general partner in Escarent. Simeon is managed by the limited partners of Escarent. Escarent was created solely to buy and sell a 495-acre property in Hays County, Texas. Escarent entered into a contract with Quantum Diversified Holdings, wherein Quantum agreed to purchase the property for $7.5 million. Closing was set for Jan. 12, 2009. Seven days before closing, Escarent filed for Chapter 11 bankruptcy. Mr. Smyth opposed Escarent's bankruptcy filing, alleging that Messrs. Weinheimer and Schmermund were attempting to avoid the contract with Quantum because they had received a better offer for the property. Messrs. Weinheimer and Schmermund asserted that Escarent had to file for bankruptcy to prevent foreclosure by a third party who had a lien on the property. On March 12, 2009, Mr. Smyth filed suit in Texas state court, alleging that Messrs. Weinheimer and Schmermund breached their fiduciary duty by filing bankruptcy to prevent execution of the sale contract with Quantum. Mr. Smyth asserted claims of negligence, tortious interference with contract, breach of contract, conspiracy, and breach of fiduciary duty, causing injury "to the Partnership and [Smyth's interest therein]." On July 1, 2010, Messrs. Weinheimer and Schmermund removed Mr. Smyth's state court action to the bankruptcy court. Mr. Smyth sought a remand to the state court, asserting that the claims raised in the state court action were his individual claims. Messrs. Weinheimer and Schmermund argued that the harm alleged in Smyth's claims was derivative of the harm suffered by the partnership and the claims belonged to the bankruptcy estate. The bankruptcy court denied Smyth's motion to remand, finding that the claims "appear[ed] to be property of the estate." Escarent moved to intervene in the Smyth Adversary and asserted that any causes of action relating to a breach of fiduciary duty by a general or limited partner belonged to Escarent as debtor. The bankruptcy granted Escarent's motion to intervene. In the same order, the bankruptcy court granted Mr. Smyth's motion to be appointed representative of the estate to prosecute Escarent's claims against Messrs. Weinheimer and Schmermund on behalf of the estate. Smyth did not take any action in pursuing the claims. Mr. Smyth then filed a motion to convert Escarent's bankruptcy to a Chapter 7 proceeding and to appoint a Trustee. The motion was granted. The Trustee subsequently filed a motion to sell the estate's interest in all potential causes of action. Mr. Smyth did not object to the Trustee's motion, and did not seek a stay of the sale. The bankruptcy court granted the Trustee's motion. On Nov. 15, 2010, affiliates of Messrs. Weinheimer and Schmermund purchased the estate's interest in the relevant causes of action for $70,000. Mr. Smyth did not participate in the sale. The Purchasers subsequently filed a motion to dismiss all claims asserted against Weinheimer, Schmermund, or Simeon. In response, Mr. Smyth filed an amended motion to remand to the state court the state law claims originally asserted against Messrs. Weinheimer and Schmermund. The bankruptcy court dismissed the motion as moot in light of the sale of those claims. The bankruptcy court then granted the Purchaser's motion to dismiss the claims. Mr. Smyth appealed to the district court. The district court found that the claims originating from Mr. Smyth's state court action were derivative of the estate's claims against Messrs. Weinheimer and Schmermund. The district court further found the Bankruptcy Code prevented the court from modifying the sale of those claims and dismissed the appeal as moot. Mr. Smyth timely appealed to the U.S. Court of Appeals for the Fifth Circuit. Mr. Smyth asserts that his state law claims are individual and not part of the bankruptcy estate, thus the bankruptcy court did not have jurisdiction over his state law claims, and he was not obligated to take any action to protect those claims from being sold. Mr. Smyth's argument ignores the bankruptcy court's finding that his state law claims belonged to the estate. When the state law claims were originally removed to the bankruptcy court, Mr. Smyth sought a remand, which the bankruptcy court denied because the claims "appeared to be derivative of the estate." According to the Fifth Circuit, although framed as a challenge to the dismissal order, the remedy Mr. Smyth seeks is a reversal of the sale order. The Fifth Circuit held, however, it cannot modify or reverse the sale order because Mr. Smyth did not seek a stay of the sale order pending appeal. The district court properly dismissed Mr. Smyth's bankruptcy appeal as moot. The appellate case is, LEWIS MILLER SMYTH; L.M. SMYTH ENTERPRISES, LIMITED, Appellants, v. SIMEON LAND DEVELOPMENT, L.L.C.; EDMUND A. WEINHEIMER, JR.; JOHN J. SCHMERMUND, Appellees, No. 12-50297 (5th Cir.). A copy of the Fifth Circuit's April 18, 2013 per curiam decision is available at http://is.gd/fHjjw6from Leagle.com. Escarent Entities, L.P., filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 09-50079) in San Antonio, Texas, on Jan. 5, 2009. Patricia Baron Tomasco, Esq., at Brown McCarroll, L.L.P., in Austin, Texas, serves as counsel to the Debtor. The Debtor estimated assets and debts of $1 million to $10 million as of the Chapter 11 filing. EXODUS COMMS: German Administrator Advised to Seek Chapter 15 ------------------------------------------------------------- District Judge Lucy H. Koh in San Jose, California, denied the request of the insolvency administrator of Exodus Communications GmbH to dismiss a complaint filed by Oak Point Partners, Inc., to collect on a debt allegedly owed by the German company, Exodus GmbH, to its ultimate parent company, the U.S. corporation EXDS, Inc. The Defendant seeks dismissal on grounds of international comity. However, Judge Koh said Chapter 15 of the U.S. Bankruptcy Code provides the appropriate avenue for the Defendant to seek recognition of the foreign proceedings and the exercise of comity by U.S. courts. Pursuant to the lawsuit, the Plaintiff alleges that on or about October 1, 2000, Exodus Germany and EXDS executed a promissory note, representing a $23,725,634.00 unsecured loan from EXDS to Exodus Germany. The Promissory Note contains a California choice of law provision, and a provision by which the parties submitted to the jurisdiction of the District Court and waived venue objections. In September, 2001, EXDS filed for relief under Chapter 11 of the Bankruptcy Code, in the United States Bankruptcy Court for the District of Delaware. In early 2002, Exodus Germany initiated bankruptcy proceedings in Germany, and Dr. Holger Lessing was appointed insolvency administrator, charged with managing and disposing of Exodus Germany's assets. In that capacity, Dr. Lessing is authorized to sue and be sued on behalf of and in connection with claims by and against Exodus Germany. In 2007, Oak Point purchased all of EXDS's remaining assets from EXDS's Bankruptcy Plan Administrator. Oak Point, a U.S. "private investment firm specializing in the purchase of residual assets including those at the tail end of commercial bankruptcy cases," paid $29,320 for EXDS's remaining assets, including the Promissory Note In October, 2010, Oak Point made the first attempt to present a creditor's claim on the basis of the Promissory Note, filing a claim with Dr. Lessing for the full amount due. Dr. Lessing, as the insolvency administrator, objected to Oak Point's claim, in part because EXDS had never presented a creditor's claim despite knowing of Exodus Germany's bankruptcy proceedings since "as early as 2002." On July 7, 2011, Oak Point commenced the action against Dr. Lessing in his capacity as the insolvency administrator. The complaint alleges breach of the promissory note by Exodus Germany, and asks the District Court to establish the validity of Oak Point's claim, as well as to issue an order directing the Defendant to include Oak Point's claim in Exodus Germany's insolvency table. The lawsuit is, OAK POINT PARTNERS, INC., Plaintiff, v. DR. HOLGER LESSING, NOT INDIVIDUALLY, BUT ONLY IN HIS CAPACITY AS THE INSOLVENCY ADMINISTRATOR IN CHARGE OF THE ASSETS OF EXODUS COMMUNICATIONS GMBH, Defendant, Case No. 11-CV-03328-LHK (N.D. Cal.). A copy of Judge Koh's April 19, 2013 Order is available at http://is.gd/T7k4jcfrom Leagle.com. Exodus Communications filed for chapter 11 protection (Bankr. D. Del. Case No. 01-10539) on September 26, 2001, and the Debtors' Second Amended Joint Plan of Reorganization was confirmed on June 5, 2002. The company's liquidating plan provided for a change of the company's name to EXDS, Inc. FIRST QUANTUM: S&P Puts 'B+' Rating on CreditWatch Developing ------------------------------------------------------------- Standard & Poor's Ratings Services revised its CreditWatch listing on Canada-registered First Quantum Minerals Ltd. (FQM) and Inmet Mining Corp. (Inmet). S&P has placed FQM's and Inmet's 'B+' long- term corporate credit ratings on CreditWatch developing from CreditWatch negative where they were placed on Jan. 14, 2013. S&P simultaneously took the same action on its 'B+' ratings on FQM's $350 million senior unsecured notes and Inmet's $2 billion senior unsecured notes. The CreditWatch revision follows the successful completion of FQM's $5 billion acquisition of Inmet. The developing CreditWatch status indicates that this transaction could lead S&P to assign a positive or negative rating outlook, or affirm its 'B+' ratings with a stable outlook. S&P sees an immediate upgrade or downgrade as unlikely at this stage. S&P's decision will depend on its updated views of the company's liquidity and debt refinancing needs, as well as its medium-term capital expenditure (capex) and anticipated negative free cash flow. At year-end 2012, Inmet had $2 billion of senior unsecured notes outstanding with maturities in 2020 and 2021. As required under the bonds' documentation, Inmet addressed a repurchase offer at 101% of the principal amount to the bondholders on April 19, 2013. If Inmet bondholders were to tender their bonds, which now rank pari passu with a $2.5 billion unsecured bridge facility from Standard Chartered Bank, S&P believes this would reduce the group's cash balances and liquidity. This could lead S&P to assign a negative rating outlook, as it would increase refinancing risk in relation to the short-term acquisition facility, with a first repayment of $1.25 billion due in December 2013 and the final one in March 2014. Even though the risk of an immediate downgrade is limited, in S&P's view, it still thinks that liquidity flexibility would be reduced, unless balanced by timely refinancing. S&P notes nevertheless that Inmet has large cash reserves, with $3.6 billion of cash and investments reported at year-end 2012, which the company could use to repay Inmet bondholders or the acquisition facility if needed. On the other hand, if FQM's liquidity remains adequate, S&P would affirm the ratings and potentially see some room for rating upside by 2014-2015. This is because the transaction could strengthen the business risk profile of FQM, mitigating the additional acquisition debt, especially since FQM's current leverage is very low. Future rating upside will nevertheless require a smooth integration of the two companies, successful delivery of projects in Zambia in 2014, as well as a liquidity assessment at the "adequate" level, given S&P's projection of significant negative free cash flow in 2013 and 2014. Key positives for the business risk profile include a wider geographic footprint and broader asset base, as well as reduced exposure to high country risks in Zambia. S&P estimates that pro forma EBITDA outside Zambia was close to 45%-50% of $1.7 billion total group EBITDA in 2012, compared with 80% for FQM excluding Inmet. Furthermore, by 2017, Inmet's key Cobre Panama project would constitute a low cost copper mine making large EBITDA contributions. At the same time, these positives are partly offset, in S&P's view, by significant execution risks attached to FQM's growth plan, including project concentration in 2014-2016 and the development of Cobre Panama, which the company is currently reviewing (the initial budget is estimated at $6.2 billion)). Furthermore, S&P currently forecasts that FQM's intensive growth plan will lead to material debt increases in 2013-2015 from a pro forma net cash position at year-end 2012. S&P's view on Inmet's ratings will be based on the company's stand-alone credit quality, but also its strategic position in the broader FQM group. S&P will review the current recovery rating of '3' on Inmet's bonds, bearing in mind the additional pari-passu ranking acquisition debt. A mitigating factor however is that Inmet's bonds benefit from guarantees from key operating subsidiaries, whereas the acquisition debt is unsecured but guaranteed by the FQM parent. S&P aims to resolve the CreditWatch in the coming three months, after FQM reports the results of the repurchase offer presented to Inmet bondholders with respect to the change of control clause included in $2 billion outstanding bonds' indenture. At that point, S&P will review the bonds' structural subordination in the new group framework. S&P also seeks to gain further insight into the company's likely rebalanced capital spending program for Inmet's Panama Cobre project. S&P will assess its impact on the group's liquidity in view of sizable short-term maturities of the acquisition facility, as well as other potential management actions, including raising debt. Finally, S&P will also need to understand the future positioning of debt and cash across entities in the group structure. FIRST SECURITY: Ulysses Management Owned 9.6% Stake at April 11 --------------------------------------------------------------- In a Schedule 13D filing with the U.S. Securities and Exchange Commission, Ulysses Management LLC and its affiliates disclosed that, as of April 11, 2013, they beneficially owned 6,000,000 shares of common stock of First Security Group, Inc., representing 9.6% of the shares outstanding. A copy of the filing is available for free at http://is.gd/oMYaPb About First Security Group First Security Group, Inc., is a bank holding company headquartered in Chattanooga, Tennessee, with $1.2 billion in assets as of Sept. 30, 2010. Founded in 1999, First Security's community bank subsidiary, FSGBank, N.A., has 37 full- service banking offices, including the headquarters, along the interstate corridors of eastern and middle Tennessee and northern Georgia and 325 full-time equivalent employees. In Dalton, Georgia, FSGBank operates under the name of Dalton Whitfield Bank; along the Interstate 40 corridor in Tennessee, FSGBank operates under the name of Jackson Bank & Trust. First Security disclosed a net loss of $37.57 million in 2012, a net loss of $23.06 million in 2011 and a net loss of $44.34 million in 2010. The Company's balance sheet at Dec. 31, 2012, showed $1.06 billion in total assets, $1.03 billion in total liabilities and $29.11 million in total shareholders' equity. In its report on the consolidated financial statements for the year ended Dec. 31, 2012, Crowe Horwath LLP, in Brentwood, Tennessee, noted that: "[T]the Company raised substantial capital subsequent to December 31, 2012. However, the Company has incurred significant recurring net losses, primarily from higher provisions for loan losses and expenses associated with the administration and disposition of nonperforming assets. In addition, both the Company and its bank subsidiary, (FSG Bank), are under regulatory enforcement orders issued by their primary regulators. FSG Bank is not in compliance with its regulatory enforcement order which requires, among other things, increased minimum regulatory capital ratios. FSG Bank's continued non-compliance with its regulatory enforcement order may result in additional adverse regulatory action." FISKER AUTOMOTIVE: House Hearing on "Bad Bet on Fisker" Today ------------------------------------------------------------- Fisker Automotive Inc. "missed" its first interest payment to the Department of Energy -- the company did not have sufficient cash left in its bank account to make the $20.2 million loan payment (determined by PrivCo through calculations based on the loan drawdown schedule and analysis of loan documentation) by April 22, 2013 at 1:00 p.m. ET. However, as a precise legal matter, Fisker's payment was in fact on time, and there was no payment default through the following "loophole" consented to by the DOE in order to avoid a formal and public payment default, just 2 days before a Congressional House Oversight Committee Hearing scheduled for April 24 at 2:00 p.m. ET. The hearing will call into question the DOE's "Bad Bet on Fisker" and potentially negligent underwriting of the $528.7M credit facility, ultimately raising the question of whether the DOE ignored multiple events of default or issued written amendments and waivers to the original loan agreements while failing to inform the public. PrivCo Analysis: Monday's delay of an inevitable formal declaration of default and very likely politicized Fisker bankruptcy, ignores the truth that $1.1 billion in equity raised by Fisker from prominent venture capital firms, over 1,200 individual investors, and others is likely to be worthless due to the seniority of DOE's $193M Loan and an additional $12.5 million loan made by the State of Delaware. Regardless of the consequences to recent Fisker equity investors, ongoing vendors to Fisker, and other unsecured creditors, the D.O.E. has delayed foreclosing on its $192 Million loan despite multiple events of default by Fisker. It is clear from PrivCo's analysis of over 11,000 pages of never before published original documents, the D.O.E.'s actions to date have not been those of a rational lender. The DOE's decisions will ultimately: (1) Significantly reduce the last remaining Collateral of any value protecting the $192M in taxpayer money borrowed by now insolvent Fisker, (2) Provide Fisker 3 more months before its next scheduled $13.5 million loan payment is due to the D.O.E. on July 22, 2013, (3) Delay a formal and public Payment Default or foreclosure by the DOE and a Chapter 11 bankruptcy filing two days before a House Oversight Committee Hearing whose witnesses (including the head of the DOE's Loan Program, resigned Fisker Automotive Founder & CEO Henrik Fisker, and current Fisker Automotive CEO Tony Posawatz) will provide sworn testimony on whether the Fisker loan is "in Default." PrivCo CEO and Corporate Lawyer Sam Hamadeh, Esq., stated, "The release of restricted cash collateral with the purpose of assisting the insolvent borrower to technically make its scheduled Loan Payment is highly irregular. Such an action would never be taken by a rational Lender acting in its own financial interest. It would be akin to a landlord allowing their tenant to use a security deposit to pay rent they do not have the money for." About PrivCo PrivCo is a provider of private company financial data and independent research on over 207,000 private companies and 78,000 private company deal details, including private company mergers & acquisitions, private equity, venture capitals, LBOs, and IPOs. About Fisker Automotive Inc. Anaheim, Calif.-based Fisker Automotive Inc., is a manufacturer of plug-in hybrid sports cars. FLYING J: Raid Focuses on Incentive Practices --------------------------------------------- The Associated Press reported that a federal raid week at the country's largest truck stop chain, Pilot Flying J, signals fresh scrutiny of competition issues. According to the AP report, federal trade officials were worried a few years ago when Pilot bought Flying J out of bankruptcy. The officials were concerned the combined entity owned by the powerful Haslam family could corner the market on diesel fuel. AP said to alleviate those worries, the Federal Trade Commission in 2010 required Pilot to sell some truck stops to a competitor and share its fuel purchase technology before it could merge with Flying J. Pilot Flying J CEO Jimmy Haslam told AP that the raid at the company's headquarters in Knoxville was part of a criminal probe into unpaid rebates owed to trucking companies. Haslam's brother is Tennessee Gov. Bill Haslam. About Flying J Based in Ogden, Utah, Flying J Inc. -- http://www.flyingj.com/-- operated a network of travel plazas along state and interstate highways. The travel plazas were large truck stops with (1) parking areas for tractor-trailers to enter and leave easily, (2) convenience stores, (3) driver lounges, (4) game rooms, (5) private showers, and (6) full service restaurants. Flying J and six of its affiliates filed for bankruptcy on (Bankr. D. Del. Lead Case No. 08-13384) on Dec. 22, 2008. At that time, it was among the 20 largest private companies in America, with 2007 sales exceeding $16 billion. The fully integrated oil company employed roughly 14,700 people in the U.S. and Canada through its interstate operations, transportation, refining and supply, exploration and production, as well as its financial services and communications, divisions. Flying J sought Chapter 11 protections after a precipitous drop in oil prices and disruption in the credit markets brought to bear significant short-term pressure on the company's liquidity position. Attorneys at Young Conaway Stargatt & Taylor LLP, and Kirkland & Ellis LLP, represented the Debtors in their Chapter 11 effort. Blackstone Advisory Services L.P. was the Debtors' investment banker and financial advisor. Epiq Bankruptcy Solutions LLC was the Debtors' notice, claims and balloting agent. In its formal schedules submitted to the Bankruptcy Court, Flying J disclosed assets of $1,433,724,226 and debts of $640,958,656. An official committee of unsecured creditors was appointed in the case. Pachulski Stang Ziehl & Jones LLP was tapped as counsel for the creditors' panel. Flying J emerged from Chapter 11 bankruptcy protection in July 2010. The Company's plan promised to repay in full the $1.4 billion owed its creditors, with the distributions on allowed claims of the company's creditors expected to commence before the end of July. Flying J struck a deal while in bankruptcy to merer with rival Pilot Travel Centers. FRANK PARSONS: Trustee Suit vs. International Paper Still Open -------------------------------------------------------------- The lawsuit, EDWARD T. GAVIN, as Trustee of the FPI Liquidating Trust, Plaintiff, v. INTERNATIONAL PAPER COMPANY, Defendant, Adv. Proc. No. 12-00895-RAG, remains pending in U.S. Bankruptcy Court for the District of Maryland. Bankruptcy Judge Robert A. Gordon recently approved the parties' seventh stipulation and consent order extending to April 19, 2013, International Paper's time to file an answer, motion or otherwise to the Complaint. A copy of the stipulation is available at http://is.gd/mLdb5xfrom Leagle.com. About Frank Parsons Headquartered in Hanover, Maryland, Frank Parsons, Inc. -- http://www.frankparsons.com/-- aka Frank Parsons Paper Company Inc., was the largest employee-owned, business products, technology, and office supplies company in the United States, offering more than 180,000 products from companies such as Avery, Fujifilm, Hewlett Packard, IBM, Sony, Xerox, Xiotech, and more. Frank Parsons is an approved contractor on the GSA Schedule and an authorized AbilityOne Distributor. The company holds several environmental certifications, including FSC, SFI, and PEFC. Frank Parsons filed for Chapter 11 bankruptcy protection (Bankr. D. Md. Case No. 11-10338) on Jan. 6, 2011. The Debtor estimated its assets and debts at $10 million to $50 million. Judge Robert A. Gordon presides over the case. Gary H. Leibowitz, Esq., and Irving Edward Walker, Esq., at Cole Schotz Meisel Forman & Leonard, PA, served as the Debtor's bankruptcy counsel. The Debtor also tapped SSG Capital as an investment banker to explore strategic options. WeinsweigAdvisors LLC served as the financial advisor to the Debtor. Delaware Claims Agency, LLC, acted as the claims and noticing agent. Brent C. Strickland, Esq., at Whiteford, Taylor & Preston L.L.P., in Baltimore, Maryland, and Bradford J. Sandler, Esq., at Pachulski Stang Ziehl & Jones LLP, in Wilmington, Delaware, served as counsel to the Official Committee of Unsecured Creditors formed in the Chapter 11 case. Frank Parsons changed its name to "FPI Liquidation Corp." after closing of the sale of substantially all of its assets to TSRC, Inc., in May 2011. Pursuant to an asset purchase agreement, the Buyer paid $2,000,000, plus 50 % of the book value of the Closing Inventory, for the purchased assets. Edward T. Gavin, who serves as trustee of the FPI Liquidating Trust, is represented by lawyers at Whiteford Taylor Preston LLP, and Pachulski Stang Ziehl & Jones LLP. FREDDIE MAC: Blocking Taylor Bean Probe, Bank of America Says ------------------------------------------------------------- Patrick Fitzgerald at Daily Bankruptcy Review reports that Bank of America Corp. says Freddie Mac is "stonewalling" its investigation of the events surrounding the multibillion fraud at mortgage lender Taylor Bean & Whitaker and Colonial Bank. About Freddie Mac Based in McLean, Virginia, the Federal Home Loan Mortgage Corporation, known as Freddie Mac (OTCBB: FMCC) -- http://www.FreddieMac.com/-- was established by Congress in 1970 to provide liquidity, stability and affordability to the nation's residential mortgage markets. Freddie Mac supports communities across the nation by providing mortgage capital to lenders. Over the years, Freddie Mac has made home possible for one in six homebuyers and more than five million renters. Freddie Mac is under conservatorship and is dependent upon the continued support of Treasury and the Federal Housing Finance Agency acting as conservator to continue operating its business. FREESEAS INC: Court Approves Another Settlement with Hanover ------------------------------------------------------------ The Supreme Court of the State of New York, County of New York, entered an order on April 17, 2013, approving, among other things, the fairness of the terms and conditions of an exchange pursuant to Section 3(a)(10) of the Securities Act of 1933, as amended, in accordance with a stipulation of settlement between FreeSeas Inc., and Hanover Holdings I, LLC, in the matter entitled Hanover Holdings I, LLC, v. FreeSeas Inc., Case No. 153183/2013. Hanover commenced the Action against the Company on April 8, 2013, to recover an aggregate of $1,792,416 of past-due accounts payable of the Company, which Hanover had purchased from certain vendors of the Company pursuant to the terms of separate receivable purchase agreements between Hanover and each of such vendors, plus fees and costs. The Assigned Accounts relate to certain maritime and general corporate services provided by certain vendors of the Company. The Order provides for the full and final settlement of the Claim and the Action. The Settlement Agreement became effective and binding upon the Company and Hanover upon execution of the Order by the Court on April 17, 2013. Pursuant to the terms of the Settlement Agreement approved by the Order, on April 17, 2013, the Company issued and delivered to Hanover 560,000 shares of the Company's common stock, $0.001 par value. Giving effect to that issuance, the Settlement Shares represent approximately 9.89% of the total number of shares of Common Stock presently outstanding. A copy of the Stipulation of Settlement is available at: http://is.gd/o9BL3S A copy of the Supreme Court Order is available for free at: http://is.gd/NLfMM5 About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. As reported in the Troubled Company Reporter on July 18, 2012, Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, expressed substantial doubt about FreeSeas' ability to continue as a going concern, following its audit of the Company's financial statements for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. "In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements with banks." The Company's balance sheet at June 30, 2012, showed US$120.8 million in total assets, US$104.1 million in total current liabilities, and shareholders' equity of US$16.7 million. FREESEAS INC: Hanover Holdings Disclosed 9.8% Stake at April 17 --------------------------------------------------------------- In an Schedule 13D filing with the U.S. Securities and Exchange Commission, Hanover Holdings I, LLC, and Joshua Sason disclosed that, as of April 17, 2013, they beneficially owned 560,000 shares of common stock of FreeSeas, Inc., representing 9.89% of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/0jR63B About FreeSeas Inc. Headquartered in Athens, Greece, FreeSeas Inc., formerly known as Adventure Holdings S.A., was incorporated in the Marshall Islands on April 23, 2004, for the purpose of being the ultimate holding company of ship-owning companies. The management of FreeSeas' vessels is performed by Free Bulkers S.A., a Marshall Islands company that is controlled by Ion G. Varouxakis, the Company's Chairman, President and CEO, and one of the Company's principal shareholders. The Company's fleet consists of six Handysize vessels and one Handymax vessel that carry a variety of drybulk commodities, including iron ore, grain and coal, which are referred to as "major bulks," as well as bauxite, phosphate, fertilizers, steel products, cement, sugar and rice, or "minor bulks." As of Oct. 12, 2012, the aggregate dwt of the Company's operational fleet is approximately 197,200 dwt and the average age of its fleet is 15 years. As reported in the Troubled Company Reporter on July 18, 2012, Ernst & Young (Hellas) Certified Auditors Accountants S.A., in Athens, Greece, expressed substantial doubt about FreeSeas' ability to continue as a going concern, following its audit of the Company's financial statements for the fiscal year ended Dec. 31, 2011. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. "In addition, the Company has failed to meet scheduled payment obligations under its loan facilities and has not complied with certain covenants included in its loan agreements with banks." The Company's balance sheet at June 30, 2012, showed US$120.8 million in total assets, US$104.1 million in total current liabilities, and shareholders' equity of US$16.7 million. FULLER BRUSH: Court Confirms Joint Chapter 11 Plan -------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York entered an order confirming The Fuller Brush Company, Inc., and CPAC, Inc.'s Modified Joint Chapter 11 Plan filed Feb. 19, 2013. Class 2 (Victory Park Secured Claim) and Class 3 (General Unsecured Claims) voted to accept the Plan. As reported in the TCR on March 27, Judge Sean H. Lane approved the disclosure statement explaining The Fuller Brush Company, Inc., et al.'s Plan of Reorganization. Under the Plan, Class 2 (Victory Park Secured Claim) is impaired and entitled to vote on the Plan. The Victory Park Secured Claim, estimated to total $15.5 million, will recover 94% of the allowed amount. Class 3 (General Unsecured Claims) are also impaired and entitled to vote on the Plan. General Unsecured Claims, estimated to total $16 million, will recover 1%-10% of the allowed claim amount. Class 4 (Subordinated Claims) and Class 5 (Equity Interests) will receive no distributions under the Plan and are therefore deemed to have rejected the Plan. Class 1 (Priority Non-Tax Claims) is unimpaired and conclusively deemed to have accepted the Plan. A full-text copy of the Disclosure Statement dated Feb. 19, 2013, is available for free at: http://bankrupt.com/misc/THEFULLERds0219.pdf About The Fuller Brush The Fuller Brush Company -- http://www.fuller.com/-- sells branded and private label products for personal care, commercial and household cleaning and has a current catalog of 2,000 cleaning products. Some of Fuller's retail partners include Home Trends, Bi-Mart, Byerly's, Lunds, Home Depot, Do-It-Best, Primetime Solutions, Vermont Country Store and Starcrest. Founded in 1906 and based in Great Bend, Kansas, The Fuller Brush Company, Inc., and its parent, CPAC, Inc., filed for Chapter 11 protection (Bankr. S.D.N.Y. Case Nos. 12-10714 and 12-10715) in Manhattan on Feb. 21, 2012. Fuller Brush filed for bankruptcy five years after the company was taken over by private equity firm Buckingham Capital Partners. Fuller, which has 180 employees as of the Chapter 11 filing, disclosed $22.9 million in assets and $50.9 million in debt. Fuller said it will be business as usual while undergoing Chapter 11 restructuring. But it said that while in reorganization, it intends to trim about half of the current catalog of cleaning products. Herrick Feinstein LP serves as the Debtors' bankruptcy counsel. The official committee of unsecured creditors has tapped the law firm of Kelley Drye & Warren LLP as counsel. The reorganization is being financed with a $5 million loan from an affiliate of Victory Park Capital Advisors LLC, the secured lender owed $22.7 million. In October 2012, Innovative Livestock Services Inc. purchased Fuller Brush's non-consumer business for $12 million cash. Victory Park exchanged $5 million in secured debt for the Debtors' consumer business. GEOGLOBAL RESOURCES: Gets NYSE MKT Delisting Notice --------------------------------------------------- GeoGlobal Resources Inc. on April 22 received notice from the NYSE MKT LLC on April 17, 2013, the Exchange notified the Company that it intends to strike the common stock of the Company from Exchange by filing a delisting application with the Securities and Exchange Commission pursuant to Section 1009(d) of the NYSE MKT Company Guide. As previously released the Company received a letter from the Exchange on November 30, 2012, indicating that the Company was not in compliance with two of the continued listing standards as set forth in Section 1003(a)(iv) and Section 1003(f)(v) of the Company Guide. The Company was afforded the opportunity to submit a Plan of compliance to the Exchange and on December 31, 2012 presented its Plan to the Exchange. On February 15, 2013, the Exchange notified the Company that it accepted the Company's Plan of compliance and granted the Company an extension until May 31, 2013 to regain compliance with the continued listing standards. However, the Company will be subject to periodic review by Exchange Staff during the Plan Period. Failure to make progress consistent with the plan or to regain compliance with the continued listing standards by the end of the Plan Period could result in the Company being delisted from the NYSE MKT LLC. The April 17, 2013 notice to file the delisting application is based on careful review by the Exchange of publicly available information and information provided by the Company. The Exchange has determined that the Company has not made progress consistent with the Plan and failed to present a reasonable basis to conclude that the Company can regain compliance with the Exchange's continued listing standards by the end of the Plan Period. In accordance with Sections 1203 and 1009(d) of the Company Guide, the Company has a limited right to appeal the Exchange's determination, until April 24, 2013, by requesting an oral hearing or a hearing based on a written submission before a Listing Qualifications Panel and the Panel may only authorize the continued listing of the Company's securities as permitted by Section 1009 and 1204(c) of the Company Guide. If the Company elects not to appeal the Exchange's determination by April 24, 2013, it will become final and Exchange will then suspend trading in the Company's securities and file an application with the SEC to strike Company's common stock from listing and registration on the Exchange in accordance with Section 12 of the Securities Exchange Act of 1934 and rules promulgated thereunder. As previously announced, the Company has not filed with the US and Canadian Regulatory authorities its audited consolidated financial statements for the year ended December 31, 2012, that was due to be filed on April 16, 2013. The timely filing of such report is a condition for the Company's continued listing on the Exchange, as required by Sections 134 and 1101 of the Company Guide. The Company is currently reviewing its right to appeal and the current options available with respect to maintaining the listing. Management continues to work on the transactions contained in the Plan as approved by the Exchange so that an appeal may be launched and compliance regained as per the Exchanges requirements. About GeoGlobal Headquartered in Calgary, Alberta, Canada, GeoGlobal Resources Inc. (NYSE MKT:GGR) -- is a US publicly traded oil and gas company, which, through its subsidiaries, is engaged in the pursuit of petroleum and natural gas in high potential exploration targets through exploration and development in India, Israel and Colombia. GEOPETRO RESOURCES: Burr Pilger Raises Going Concern Doubt ---------------------------------------------------------- GeoPetro Resources Company filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 Burr Pilger Mayer, Inc., San Francisco, California expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring net losses that have resulted in an accumulated deficit of $49.7 million as of Dec. 31, 2012, and that in addition, the Company has limited cash and working capital to fund its future operations. The Company reported a net loss of $3.9 million on $351,082 of revenues in 2012, compared with a net loss of $1.5 million on $976,571 of revenues in 2011. According to the regulatory filing, during the twelve months ended Dec. 31, 2011, a gain on the sale of equipment of $4.1 million was realized relating to the sale of certain idle and non-income producing equipment at the Madisonville Plant. There was no comparable sale of equipment during the twelve months ended Dec. 31, 2012. The Company's balance sheet at Dec. 31, 2012, showed $23.7 million in total assets, $6.1 million in total liabilities, and stockholders' equity of $17.6 million. A copy of the Form 10-K is available at http://is.gd/YISN7G GeoPetro Resources Company (NYSE MKT: GPR) is an independent oil and natural gas company headquartered in San Francisco, California. GeoPetro currently has projects in the United States and Canada. GeoPetro has developed an oil and gas property in its Madisonville Field Project in Texas. Elsewhere, GeoPetro has assembled a geographically-diversified portfolio of exploratory and appraisal prospects. GIGGLES N HUGS: De Joya Griffith Raises Going Concern Doubt ----------------------------------------------------------- Giggles N Hugs, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. De Joya Griffith, LLC, in Henderson, Nevada, expressed substantial doubt about Giggles N Hugs' ability to continue as a going concern, citing the Company's losses from operations. The Company reported a net loss of $$2.1 million on $1.3 million of sales in 2012, compared with a net loss of $1.1 million on $1.1 million of sales in 2011. The Company's balance sheet at Dec. 31, 2012, showed $1.7 million in total assets, $1.2 million in total liabilities, and stockholders' equity of $457,060. A copy of the Form 10-K is available at http://is.gd/r1MGQz Los Angeles, Calif.-based Giggle N Hugs, Inc., owns and operates a kid-friendly restaurant named Giggles N Hugs in the Westfield Mall in Century City, as well as the new Westfield Topanga Shopping Center location in Woodland Hills, California and owns the intellectual property rights for Giggles N Hugs facilities in the future. GLOBALSTAR INC: Sr. Noteholders Extend Forbearance to April 29 -------------------------------------------------------------- Globalstar, Inc. on April 22 disclosed that the forbearance agreement with respect to the Company's 5.75% Convertible Senior Notes due 2028 has been amended to extend the forbearance period through 11:59 pm (ET) on April 29, 2013 as negotiations with the forbearing note holders continue. Additionally, the extension will allow additional time to obtain required consents from the Company's senior secured lenders regarding an exchange transaction. To the extent this process is not complete by April 29, 2013, the forbearance agreement may be extended further by agreement of the parties; however, there is no assurance any further extension will be provided. In exchange for the extension, the Company has agreed to issue shares of its voting common stock to the forbearing note holders who have executed the most recent amendment if an exchange transaction is not consummated within five days after the end of the forbearance period. Jay Monroe, Globalstar's Chairman and CEO, said, "This extension was necessary to provide the additional time necessary to secure the proper approvals to consummate a transaction. We look forward to a successful exchange transaction and will continue to provide updates regarding this process." As described in the Company's Current Report on Form 8-K filed on April 1, 2013, pursuant to the forbearance agreement, the forbearing note holders have agreed, during the forbearance period, not to exercise any rights or remedies under the Existing Notes on account of the failure by the Company either to repurchase the Existing Notes upon the April 1, 2013 put date or to make its regularly scheduled April 1, 2013 interest payment, including without limitation, taking any action to accelerate the Existing Notes. The forbearing note holders have also directed the trustee not to take any action on account of the Specified Defaults. The Company's other series of senior unsecured notes include cross acceleration provisions which may be triggered by an acceleration of the Existing Notes if such acceleration is not rescinded within 30 days. Accordingly, so long as the forbearance period is extended, the Existing Notes cannot be accelerated and no cross- acceleration provisions of the other series of notes will be triggered as a result of the Specified Defaults. Should the forbearance period terminate and the Company not cure the Specified Defaults, cross-acceleration would be triggered only if the Existing Notes are accelerated and the acceleration is not rescinded within 30 days. Any exchange arrangement for the Existing Notes is subject to final negotiation and execution of definitive agreements. Globalstar is seeking the consent of the lenders under its senior secured credit facility to the restructuring; however, there is no assurance such consent will be obtained. Until definitive agreements are negotiated in their entirety and executed, and the transactions contemplated thereby are consummated, there can be no assurance that any debt restructuring will be completed by the end of the forbearance period or at all. About Globalstar, Inc. Headquartered in Covington, Louisiana, Globalstar -- http://www.globalstar.com-- is a provider of mobile satellite voice and data services. Globalstar offers these services to commercial customers and recreational consumers in more than 120 countries around the world. The Company's products include mobile and fixed satellite telephones, simplex and duplex satellite data modems, the SPOT family of mobile satellite consumer products including the SPOT Satellite GPS Messenger and flexible airtime service packages. GMX RESOURCES: Accused of Hijacking Bankruptcy With $50M Loan ------------------------------------------------------------- Matt Chiappardi of BankruptcyLaw360 reported that the creditors' committee for bankrupt oil and gas producer GMX Resources Inc. objected Friday to the company's request for $50 million in post- petition financing, calling the loan terms an attempt to "hijack the bankruptcy process." According to the report, in a scathing filing in Oklahoma bankruptcy court, the committee said the financing request was an asset grab by company insiders that would wipe out GMX's other debt obligations, and was part of a years-long strategy that would ultimately stymie the creditor committee's role in the proceedings. About GMX Resources GMX Resources Inc. -- http://www.gmxresources.com/-- is an independent natural gas production company headquartered in Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas & Louisiana, 24 proved developed non-producing reservoirs, 48 proved undeveloped locations and several hundred other development locations. GMXR has 9,000 net acres on the Sabine Uplift of East Texas. GMXR has 7 producing wells in New Mexico. The Company's strategy is to significantly increase production, revenues and reinvest in increasing production. GMXR's goal is to grow and build shareholder value every day. The Company reported net losses of $206.44 million in 2011, $138.29 million in 2010, and $181.08 million in 2009. The Company's balances sheet at Sept. 30, 2012, showed $343.14 million in total assets, $467.64 million in total liabilities and a $124.49 million total deficit. GMX Resources filed a Chapter 11 petition in its hometown (Bankr. W.D. Okla. Case No. 13-bk-11456) on April 1, 2013, so secured lenders can buy the business in exchange for $324.3 million in first-lien notes. GMX missed a payment due in March 2013 on $51.5 million in second- lien notes. Other principal liabilities include $48.3 million in unsecured convertible senior notes. GRANDPARENTS.COM INC: Daszkal Bolton Raises Going Concern Doubt --------------------------------------------------------------- Grandparents.com, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Daszkal Bolton LLP, in Boca Raton, Florida, expressed substantial doubt about Grandparents.com's ability to continue as a going concern. The independent auditor noted that the Company has sustained a net loss, has negative cash flows from operations, and has a working capital deficit. The Company reported a net loss of $10.9 million on $329,527 of total revenue in 2012, compared with a net loss of $2.9 million on $478,133 of total revenue of in 2011. Total operating expenses for 2012 increased $7.8 million, or 238.0%, to $11.0 million compared to $3.2 million for 2011. The Company said the increase in operating expenses was primarily attributable to expenses of $2.9 million incurred in connection with the asset contribution transaction described below as well as increases in selling and marketing, salary, rent, equity-based compensation, consulting and other general and administrative expenses. On Feb. 23, 2012, the Company entered into the Contribution Agreement with GP.com LLC pursuant to which GP.com LLC contributed substantially all of its assets to the Company in exchange for the Company's assumption of certain liabilities of GP.com LLC and the Company's issuance to GP.com LLC of one share of the Company's Series A Convertible Preferred Stock and a warrant to purchase shares of the Company's common stock. The Company's balance sheet at Dec. 31, 2012, showed $5.1 million in total assets, $3.5 million in total current liabilities, and stockholders' equity of $1.6 million. A copy of the Form 10-K is available at http://is.gd/JEkunf Headquartered in New York, N.Y., Grandparents.com, Inc., is a social media and marketing company. The Company's Web site, http://www.grandparents.com/, is a family-oriented social media website with a core mission of enhancing relationships between the generations and enriching the lives of grandparents by providing tools to foster connections among grandparents, parents, and grandchildren. GUIDED THERAPEUTICS: Ships Initial Edition 3 CE Marked LuViva(R) ---------------------------------------------------------------- Guided Therapeutics, Inc., shipped its first Edition 3 CE marked LuViva(R) Advanced Cervical Scan unit to its distributor in Turkey. The delivery is the first of 15 to 20 units expected to be shipped to distributors in the second quarter. "This shipment represents a significant achievement for the company and, along with the recent units delivered to our Canadian partners, marks the beginning of commercial CE Marked sales of LuViva," said Mark L. Faupel, Ph.D., CEO and president of Guided Therapeutics, Inc. "We plan to follow up this shipment with additional sales to Europe and Africa later this quarter." The LuViva Advanced Cervical Scan is now compliant with both Edition 2 and Edition 3 CE standards, has marketing approval from Health Canada and the Singapore Health Sciences Authority, and is under U.S. Food and Drug Administration Premarket review. About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. Guided Therapeutics disclosed a net loss of $4.35 million on $3.33 million of contract and grant revenue for the year ended Dec. 31, 2012, as compared with a net loss of $6.64 million on $3.59 million of contract and grant revenue in 2011. The Company's balance sheet at Dec. 31, 2012, showed $3.47 million in total assets, $2.34 million in total liabilities and $1.13 million in total stockholders' equity. UHY LLP, in Sterling Heights, Michigan, issued a "going concern" qualification on the Company's consolidated financial statements for the year ended Dec. 31, 2012, citing recurring losses from operations and accumulated deficit that raise substantial doubt about its ability to continue as a going concern. HAMPTON ROADS: Posts $1.9 Million Net Income in First Quarter ------------------------------------------------------------- Hampton Roads Bankshares, Inc., reported net income of $1.92 million on $19.53 million of interest income for the first quarter of 2013, as compared with a net loss of $7.40 million on $21.60 million of interest income for first quarter of 2012. "The Company's return to profitability in the first quarter, and a year-over-year increase of greater than $8.5 million in earnings, which includes this quarter's $2.8 million branch consolidation charge, reflect strong progress on many fronts," said Doug Glenn, president and chief executive officer. "We have positioned the Company for continuing improvement in performance through a sharp focus on our core community banking franchise, greater operating efficiency, and an improved balance sheet. Going forward, we will continue to implement and refine our One Bank strategy, which is designed to consistently deliver choice, convenience and outstanding service to our customers through a strong team of bankers and the right mix of branches and electronic banking services." As of March 31, 2013, total assets were $2.03 billion, compared to $2.05 billion at Dec. 31, 2012. A copy of the press release is available for free at: http://is.gd/WMJdBn The Federal Reserve Bank of Richmond recently modified its interpretation of the Company's Written Agreement and now takes the position that it prohibits BOHR from accepting new brokered deposits. Based on prior guidance, BOHR accepted new brokered deposits after it became well capitalized. This prohibition does not apply to Shore Bank, does not prevent BOHR from rolling over or renewing brokered deposits and will no longer apply to BOHR once the Written Agreement is terminated. Less than $8 million of BOHR's brokered deposits will mature this year and the Company believes BOHR can replace these funds through a combination of its existing cash reserves, rolling over or renewing the deposits, a loan from Shore Bank, or other sources. The Company does not believe the new interpretation or its earlier actions will have any material adverse effect on the Company or its liquidity, expenses, or financial condition. About Hampton Roads Bankshares Hampton Roads Bankshares, Inc. (NASDAQ: HMPR) -- http://www.hamptonroadsbanksharesinc.com/-- is a bank holding company that was formed in 2001 and is headquartered in Norfolk, Virginia. The Company's primary subsidiaries are Bank of Hampton Roads, which opened for business in 1987, and Shore Bank, which opened in 1961. Currently, Bank of Hampton Roads operates twenty- eight banking offices in the Hampton Roads region of southeastern Virginia and twenty-four offices in Virginia and North Carolina doing business as Gateway Bank & Trust Co. Shore Bank serves the Eastern Shore of Maryland and Virginia through eight banking offices and 15 ATMs. Effective June 17, 2010, the Company and its banking subsidiary, Bank of Hampton Roads ("BOHR"), entered into a written agreement with the Federal Reserve Bank of Richmond and the Bureau of Financial Institutions of the Virginia State Corporation Commission. The Company's other banking subsidiary, Shore Bank, is not a party to the Written Agreement. Under the terms of the Written Agreement, among other things, BOHR agreed to develop and submit for approval plans to (a) strengthen board oversight of management and BOHR's operations, (b) strengthen credit risk management policies, (c) improve BOHR's position with respect to loans, relationships, or other assets in excess of $2.5 million which are now, or may in the future become, past due more than 90 days, are on BOHR's problem loan list, or adversely classified in any report of examination of BOHR, (d) review and revise, as appropriate, current policy and maintain sound processes for determining, documenting, and recording an adequate allowance for loan and lease losses, (e) improve management of BOHR's liquidity position and funds management policies, (f) provide contingency planning that accounts for adverse scenarios and identifies and quantifies available sources of liquidity for each scenario, (g) reduce the Bank's reliance on brokered deposits, and (h) improve BOHR's earnings and overall condition. The Company reported a net loss of $98 million in 2011, compared with a net loss of $210.35 million in 2010. The Company's balance sheet at Sept. 30, 2012, showed $2.07 billion in total assets, $1.88 billion in total liabilities and $187.96 million in total shareholders' equity. HAYDEL PROPERTIES: Banks Object to Amended Disclosures ------------------------------------------------------ BancorpSouth Bank and The Peoples Bank, Biloxi Mississippi object to approval of the first amended disclosure statement for Haydel Properties, LP's proposed Chapter 11 Plan filed Feb. 21, 2013. BancorpSouth Bank says: 1) The Debtor has not provided adequate information to enable the Bank to assess the viability of the potential $35,000 in funds which it represents to arise out of an eminent domain proceeding.; 2) The Debtor has not provided adequate information to enable the Bank to assess the viability of a claim for damages arising out of the Deepwater Horizon oil spill, or "BP Claim"; 3) The Debtor has not provided adequate information to enable the Bank to assess the viability of its claim for a reduction in property valuation for ad valorem tax purposes; 4) The Debtor has failed to provide adequate information to enable the Bank to assess the viability of its claim that rental income will increase as a result of future rental of currently unused inventory; 5) The Debtor has failed to include past due ad valorem taxes in its calculation of liabilities set forth in the First Amended Disclosure Statement; and 6) The Debtor has failed to provide adequate information to determine whether the projected rental income, and sales prices, set forth on pages 7 and 8 of its First Amended Disclosure Statement, reflect fair market value of the properties. If, as the Bank suspects, these projections are overvalued, then the entire basis of the income to be generated is false and the Plan cannot work. According to BancorpSouth Bank, the foregoing information is necessary to allow a hypothetical investor in the position of the Bank to determine whether it should accept or reject the proposed Plan of Reorganization. The Peoples Bank, Biloxi Mississippi, made the same exact objections, as described in 1) through 6) above, to the Debtor's first amended disclosure statement. The Peoples Bank, however, added that the Debtor represents that the Bank's Claim, following amortization as set forth in the Plan will be approximately $3,500,000. Yet, according to The Peoples Bank, as represented on page 6 of the Disclosure Statement, the current debt owed to the Bank is $3,903.288.11. Thus, the Debtor should provide specific detail as to how it arrived at a reduction in liability of over $400,000. The information, the Peoples Bank says, is material to the Bank in determining whether or not to accept or reject the proposed Plan of Reorganization. The Amended Plan As reported in the TCR on April 4, 2013, according to the first amended disclosure statement, the Plan was conceived by management of the Company as an alternative to the more drastic measures available for restructuring its debt, such as total liquidation of its equipment and properties. The Debtor will continue to operate the rental business and continue to market numerous parcels of real property. A part of the Debtor's plan to reorganize is the intent to sell a number of parcels of real property owned by the Debtor. Currently, the Debtor has entered into a listing agreement with Jonathan Bell of Cameron Bell Properties and Coldwell Banker Aphonso Realty to lease or sell multiple parcels of real property. The Debtor submits that there are sufficient funds to make the repairs on the downtown Gulfport building and repairs to a parcel on Eisenhower Drive. The Debtor believes that the Plan is feasible. If there be unexpected expenses and there be a shortfall in income, the equity security holders will make capital contributions to cover any shortfall. A copy of the Amended Disclosure Statement is available for free at http://bankrupt.com/misc/HAYDEL_PROPERTIES_ds_1amended.pdf About Haydel Properties LP Haydel Properties LP, based in Biloxi, Mississippi, filed for Chapter 11 bankruptcy (Bankr. S.D. Miss. Case No. 12-50048) on Jan. 11, 2012. Judge Katharine M. Samson presides over the case. Christy Pickering serves as accountant. The Debtor disclosed $11.7 million in assets and $6.8 million in liabilities as of the Chapter 11 filing. HD SUPPLY: Incurs $713 Million Net Loss in Fourth Quarter --------------------------------------------------------- HD Supply, Inc., reported a net loss of $713 million on $1.99 billion of net sales for the three months ended Feb. 3, 2013, as compared with a net loss of $173 million on $1.65 billion of net sales for the three months ended Jan. 29, 2012. For the 12 months ended Feb. 3, 2013, the Company incurred a net loss of $1.17 billion on $8.03 billion of net sales, as compared with a net loss of $543 million on $7.02 billion of net sales for the 12 months ended Jan. 29, 2012. The Company's balance sheet at Feb. 3, 2013, showed $7.33 billion in total assets, $8.92 billion in total liabilities and a $1.59 billion total stockholders' deficit. "In fiscal 2012 we had two strategic objectives, which were to continue to grow our business and strengthen our capital position," stated Joe DeAngelo, CEO of HD Supply. "With growth across all of our industry leading business units and the successful refinancing of our debt, we achieved these two important milestones. Our relentless focus on our customers, deep and expanding product mix and the tremendous efforts of our associates were the critical drivers for our success." A copy of the press release is available for free at: http://is.gd/2M6Mlj About HD Supply HD Supply, Inc., headquartered in Atlanta, Georgia, is one of the largest North American wholesale distributors supporting residential and non-residential construction and to a lesser extent electrical consumption and repair and remodeling. HDS also provides maintenance, repair and operations services. Its businesses are organized around three segments: Infrastructure and Energy; Maintenance, Repair & Improvement; and, Specialty Construction. HDS operates through approximately 800 locations throughout the U.S. and Canada serving contractors, government entities, maintenance professionals, home builders and professional businesses. * * * As reported by the TCR on Jan. 11, 2013, Moody's Investors Service upgraded HD Supply, Inc.'s ("HDS") corporate family rating to B3 from Caa1 and its probability of default rating to B3 from Caa1. This rating action results from our expectations that HDS will refinance a significant portion of its senior subordinated notes due 2015, effectively extending the remainder of its maturities by at least two years to 2017. HD Supply carries a 'B' corporate credit rating, with negative outlook, from Standard & Poor's Ratings Services. HIGH PLAINS: Signs Agreement and Plan of Merger with Chama ---------------------------------------------------------- High Plains Gas, Inc., on March 28, 2013, executed an Agreement and Plan of Merger with Chama Technologaes, Inc., for the purchase by Chama of a controlling stock interest in High Plains. The Agreement requires that the Company complete a 1 for 1,000 reverse split of High Plains Gas common stock. Upon completion of the reverse stock split, High Plains Gas will have approximately 305,000 shares of common stock outstanding. Pursuant to the merger, High Plains will issue to Chama shareholders 25,000,000 shares of High Plains Gas stock. High Plains Gas assumes approximately $4,000,000 in obligations owed to previous shareholders of RWM Resources, Inc., that was previously owed by Chama. The Company had previously divested itself of Miller Fabrication, LLC, the oil and gas servicing subsidiary of High Plains. Director Appoinments On March 28, 2013 a majority of the shareholders of High Plains appointed Ed Presley, William Helfer and William Edwards as directors of the Company. Effective March 28, 2013, Siva Mohan, Alan Smith and Cordell Fonnesbeck resigned as directors. Joseph Hettinger resigned effective March 29, 2013. Also at the meeting on March 28, 2013, the Board of Directors appointed Ed Presley as President and Chief Executive Officer. Edward Presley, Board Member, President and CEO; Mr. Presley (66) has 40 years of extensive experience in oil and gas exploration and production. He has been in the coal bed methane industry in Wyoming since 2001. Mr. Presley is the co-founding developer of the GAZMO and the CDPP Patented and Copyrighted technology and process. William Helfer, Board member and CFO; William Helfer (49) joins HPGS as a board member and the management team as the Chief Financial Officer. Mr. Helfer graduated from the Ohio State University with a degree in accounting. He has over 27 years of business experience including over 6 years of natural gas accounting experience. Bill Edwards, Board Member; Bill Edwards (56) through his company Wolverine Roustabout Inc. completes construction and building of infrastructure in the CBM industry in the Powder River Basin and he and his team has over 50 years of combined experience in the coal bed methane and construction industries. They have worked on over 5,000 CBM wells for various operators in the Powder River Basin in Montana and Wyoming. A copy of the Agreement and Plan of Merger is available at: http://is.gd/sURvYt About High Plains Houston, Texas-based High Plains Gas, Inc., is a provider of goods and services to regional end markets serving the energy industry. It produces natural gas in the Powder River Basin located in Northeast Wyoming. It provides construction and repair and maintenance services primarily to the energy and energy related industries mainly located in Wyoming and North Dakota. The Company reported a net loss of $57.48 million on $17.15 million of revenues for 2011, compared with a net loss of $5.48 million on $2.61 million of revenues for 2010. The Company's balance sheet at June 30, 2012, showed $10.26 million in total assets, $40.42 million in total liabilities, and a $30.16 million total stockholders' deficit. Eide Bailly LLP, in Greenwood Village, Colorado, issued a "going concern" qualification on the financial statements for the year ending Dec. 31 2011, citing significant operating losses which raised substantial doubt about High Plains Gas' ability to continue as a going concern. HORNE INTERNATIONAL: Incurs $1.6-Mil. Net Loss in 2012 ------------------------------------------------------ Horne International, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Stegman & Company, in Baltimore, Maryland, expressed substantial doubt about Horne International's ability to continue as a going concern. The independent auditors noted that the Company has experienced continuing net losses for each of the last four years and as of Dec. 31, 2012, current liabilities exceeded current assets by $2.26 million. The Company reported a net loss of $1.6 million on $4.1 million of revenue in 2012, compared with a net loss of $121,000 on $5.7 million of revenue in 2011. Discontinued operations include the result of Spectrum Sciences & Software, Inc., a wholly-owned subsidiary that was closed in June 2008. The Company recognized approximately $1,083,000 in net income in the 2nd quarter of 2011 from a judgment in the matter of Spectrum Sciences and Software, Inc. vs. The United States, Case Number 04-l366C. The net income reflects an award of $1,211,754 plus an Equal Access to Justice Act estimate of $340,000 less the cost of litigation of $470,754. The Company's balance sheet at Dec. 31, 2012, showed $1.2 million in total assets, $3.2 million in total liabilities, and a stockholders' deficit of $2.0 million. A copy of the Form 10-K is available at http://is.gd/t7Ti2r Fairfax, Va.-based Horne International, Inc., is an engineering services company focused on provision of integrated, systems approach based solutions to the energy and environmental sectors. IBIO INC: Gets NYSE MKT Listing Non-Compliance Notice ----------------------------------------------------- iBio, Inc. on April 22 disclosed that the Company has received notice from NYSE MKT that, based on a review of the Company's quarterly report on Form 10-Q for the period ended December 31, 2012, the Exchange Staff has concluded that the Company is not in compliance with Section 1003(a)(iv) of the Exchange Company Guide. This criterion applies if a listed company has sustained losses that are so substantial in relation to its overall operations or its existing financial resources, or its financial condition has become so impaired that it appears questionable, in the opinion of the Exchange, as to whether the company will be able to continue operations and/or meet its obligations as they mature. As previously announced, the Exchange Staff notified the Company in February 2013 and November 2012 that it is not in compliance with the Exchange's continued listing criteria set forth in Section 1003(a)(ii) and Section 1003(a)(iii) of the Exchange Company Guide. These listing criteria apply if a listed company has stockholders' equity of less than $4,000,000 and net losses in three of its four most recent years and stockholders' equity of less than $6,000,000 and net losses in its five most recent years, respectively. In response to these prior notices, the Company submitted, and the Exchange subsequently accepted a plan of compliance which is intended to restore the Company's compliance with the criteria in Sections 1003(a)(ii) and Section (a)(iii) on or before October 14, 2013. In response to the current notice, the Company has been afforded the opportunity to submit a updated plan of compliance to the Exchange by May 6, 2013, that demonstrates the Company's ability to regain compliance with Section 1003(a)(iv) of the Company Guide by July 15, 2013. If the updated plan of compliance is not accepted by the Exchange, the Company would receive a delisting notice from the Exchange Staff; however, the Company would be afforded the opportunity to request a hearing before an independent Listing Qualifications Panel. The Company would remain listed pending the conclusion of the hearing process and the expiration of any extension granted by the Panel. The Company believes that it will be able to submit before May 6, 2013 an updated plan that will demonstrate to the satisfaction of the Exchange the Company's ability by July 15, 2013 to overcome the noted impairment and thereafter to comply with all of the Exchange's continued listing standards within the timeframes provided by the Exchange. If the updated plan is accepted, the Company will be subject to periodic review by the Staff of the Exchange during the plan period. The failure by the Company to make progress consistent with the accepted plan or to regain compliance with the continued listing standards by the end of the extension period could result in the Company being delisted from the Exchange. About iBio, Inc. Headquartered in Newark, Delaware, iBio, Inc. (NYSE MKT:IBIO) -- http://www.ibioinc.com-- develops and offers product applications of its iBioLaunch(TM) and iBioModulator(TM) platforms, providing collaborators full support for turn-key implementation of its technology for both proprietary and biosimilar products. Additionally, iBio is developing select product candidates that have been derived from the iBioLaunch platform. The iBioLaunch platform is a proprietary, transformative technology for development and production of biologics using transient gene expression in unmodified green plants. The iBioModulator platform is complementary to the iBioLaunch platform and is designed to significantly improve vaccine products with both higher potency and greater duration of effect. The iBioModulator platform can be used with any recombinant expression technology for vaccine development and production. INNER HARBOR: $1.2B Project Developer Accused of Collusion ---------------------------------------------------------- Natalie Rodriguez of BankruptcyLaw360 reported that the developer behind a proposed $1.2 billion Maryland development was accused of colluding with creditors to wrongfully avoid foreclosure on the project's property through the filing of a bankruptcy petition, according to a Wednesday filing in the state's bankruptcy court. According to the report, Patrick Turner's Inner Harbor West LLC allegedly colluded with Dixie Construction Co. and land-use law firm C. Frye Associates LLC, creditors that launched an involuntary bankruptcy petition against Inner Harbor earlier this year, to get a wrongful stay on a foreclosure auction that had been pending. About Inner Harbor Inner Harbor West LLC became the subject of a Chapter 7 involuntary bankruptcy petition filed by two creditors: C. Frye Associates, LLC, and Dixie Construction. The involuntary Chapter 7 bankruptcy case, filed on Feb. 8, 2013, is assigned Bankr. D. Md. Case No. 13-12198. Jeffrey M. Sirody, Esq., represents Inner Harbor West in the bankruptcy case. The petitioning creditors are represented by Marc A. Ominsky, Esq., at The SOS Law Group, in Columbia, Maryland. INTELSAT SA: Now Known as "Intelsat Investments S.A" ---------------------------------------------------- Intelsat S.A. changed its name to Intelsat Investments S.A Effective as of April 11, 2013. The name change was effected by means of an extraordinary decision of the sole shareholder of the Company taken before a notary in accordance with Luxembourg law. The extraordinary decision before a notary had the effect of amending the Company's articles of incorporation to reflect the change in the Company's name to Intelsat Investments S.A. The Company's indirect parent, Intelsat Global Holdings S.A., changed its name to Intelsat S.A. effective as of April 16, 2013. About Intelsat Luxembourg-based Intelsat is the leading provider of satellite services worldwide. For over 45 years, Intelsat has been delivering information and entertainment for many of the world's leading media and network companies, multinational corporations, Internet Service Providers and governmental agencies. Intelsat's satellite, teleport and fiber infrastructure is unmatched in the industry, setting the standard for transmissions of video, data and voice services. From the globalization of content and the proliferation of HD, to the expansion of cellular networks and broadband access, with Intelsat, advanced communications anywhere in the world are closer, by far. Intelsat S.A. incurred a net loss of $145 million in 2012, a net loss of $433.99 million in 2011, and a net loss of $507.76 million in 2010. The Company's balance sheet at Dec. 31, 2012, showed $17.30 billion in total assets, $18.53 billion in total liabilities and a $1.27 billion total Intelsat S.A. stockholders' deficit and $45.67 million in noncontrolling interest. * * * As reported by the TCR on April 4, 2013, Moody's Investors Service placed Intelsat S.A.'s ratings on review for upgrade (including the Corporate Family Rating currently at Caa1) given the announcement, by Intelsat Global Holdings S.A., Intelsat's indirect ultimate parent company, of an equity issue, the proceeds of which will be applied to reduce debt at Intelsat and its direct and indirect subsidiaries. J.C. PENNEY: Working With AlixPartners on Cost Savings ------------------------------------------------------ The Wall Street Journal's Mike Spector, Emily Glazer and Dana Mattioli report that people familiar with the matter said J.C. Penney Co. is working with turnaround firm AlixPartners to help identify cost savings and manage cash flow as the struggling retailer pursues a new loan to shore up its finances. The sources said the AlixPartners experts are focused on ways to save money and aren't pursuing a broad turnaround or restructuring plan for the company. Possible cost-savings opportunities could include consolidating distribution centers, one person said. The sources told the Journal Penney has been working with AlixPartners for a month or so, beginning while Ron Johnson was still at the helm of the department-store chain. Penney replaced Mr. Johnson as chief executive in early April and brought aboard former Chief Executive Myron Ullman. WSJ says AlixPartners declined to comment. About J.C. Penney Plano, Texas-based J.C. Penney Company, Inc. is one of the U.S.'s largest department store operators with about 1,100 locations in the United States and Puerto Rico. The Company carries Moody's Investors Service's B3 Corporate Family Rating with negative outlook. Early in March 2013, Standard & Poor's Ratings Services lowered its corporate credit rating on Penney to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered the issue- level rating on the company's unsecured debt to 'CCC+' from 'B-' and maintained its '3' recovery rating on this debt, indicating S&P's expectation of meaningful (50% to 70%) recovery for debtholders in the event of a payment default. "The downgrade reflects the performance erosion that has accelerated throughout the previous year and seems likely to persist over the next 12 months," explained Standard & Poor's credit analyst David Kuntz. At the same time, Fitch Ratings downgraded the Company's Issuer Default Ratings to 'B-' from 'B'. The Rating Outlook is Negative. The rating downgrades reflect Fitch's concerns that there is a lack of visibility in terms of the Company's ability to stabilize its business in 2013 and beyond after a precipitous decline in revenues leading to negative EBITDA of $270 million in 2012. Penney, Fitch said, will need to tap into additional funding to cover a projected FCF shortfall of $1.3 billion to $1.5 billion in 2013, which could begin to strain its existing sources of liquidity. In February 2013, Penney received a notice of default from a law firm representing more than 50% of its 7.4% Debentures due 2037. The Company has filed a lawsuit in Delaware Chancery Court seeking to block efforts by the bondholder group to declare a default on the 2037 bonds. Penney also asked lawyers at Brown Rudnick LLP to identify the investors they represent. In March 2013, Penney received a letter from bondholders withdrawing and rescinding the Notice of Default. On April 12, 2013, Penney borrowed $850 million out of its $1.85 billion committed revolving credit facility with JPMorgan Chase Bank, N.A., as Administrative Agent, and Wells Fargo Bank, National Association, as LC Agent. Penney said the move was to enhance the Company's financial flexibility and position. JANICE DICKINSON: Supermodel Files for Bankruptcy ------------------------------------------------- Bruce Golding, writing for the New York Post, reported that Janice Dickinson is finally facing the ugly truth: She's broke. According to the Port, the one-time supermodel has declared bankruptcy, with court papers showing she has racked up nearly $1 million in debt with everyone from Uncle Sam to the doctors who have tried to keep her looking young. The Post related that Dickinson, 58, whose taut visage bears witness to her penchant for plastic surgery, owes more than $8,000 to Beverly Hills dermatologist Arnold Klein, whose Web site says he "developed the injection techniques for the cosmetic use of Botox, collagen and Restylane." Dickinson, 58, also stiffed Dr. Uzzi Reiss, who runs the Beverly Hills Anti-Aging Center, out of $8,000-plus, court papers say, the Post further related. Her unpaid taxes date back more than a decade, with more than $500,000 due to New York state, California and the IRS. K-V PHARMACEUTICAL: Second Amended Plan Filed --------------------------------------------- BankruptcyData reported that K-V Pharmaceutical filed with the U.S. Bankruptcy Court a Second Amended Joint Chapter 11 Plan of Reorganization and related Disclosure Statement. According to the Disclosure Statement, "The Plan is intended to enable the Debtors to continue present operations without the likelihood of a subsequent liquidation or the need for further financial reorganization. The Debtors believe that they will be able to perform their obligations under the Plan. The Debtors also believe that the Plan permits fair and equitable recoveries....The Debtors anticipate that the Effective Date will occur on or prior to July 17, 2013," the report said, citing court documents. The Court is scheduled to consider the Disclosure Statement on April 23. 2013. About K-V Pharmaceutical K-V Pharmaceutical Company (NYSE: KVa/KVb) -- http://www.kvpharmaceutical.com/-- is a fully integrated specialty pharmaceutical company that develops, manufactures, markets, and acquires technology-distinguished branded and generic/non-branded prescription pharmaceutical products. The Company markets its technology distinguished products through ETHEX Corporation, a subsidiary that competes with branded products, and Ther-Rx Corporation, the company's branded drug subsidiary. K-V Pharmaceutical Company and certain domestic subsidiaries on Aug. 4, 2012, filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-13346, under K-V Discovery Solutions Inc.) to restructure their financial obligations. K-V employed Willkie Farr & Gallagher LLP as bankruptcy counsel, Williams & Connolly LLP as special litigation counsel, and SNR Denton as special litigation counsel. In addition, K-V tapped Jefferies & Co., Inc., as financial advisor and investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. The U.S. Trustee appointed five members to serve in the Official Committee of Unsecured Creditors. Kristopher M. Hansen, Esq., Erez E. Gilad, Esq., and Matthew G. Garofalo, Esq., at Stroock & Stroock & Lavan LLP, represent the Creditors Committee. Weil, Gotshal & Manges LLP's Robert J. Lemons, Esq., and Lori R. Fife, Esq., represent an Ad Hoc Senior Noteholders Group. KAHN FAMILY: South Carolina Real Estate Developer in Chapter 11 --------------------------------------------------------------- Kahn Family, LLC, and Kahn Properties South, LLC, filed bare-bones Chapter 11 petitions (Bankr. D. S.C. Case Nos. 13-02354 and 13-02355) on April 22, 2013. Kahn Family disclosed $50 million to $100 million in assets and liabilities. According to documents attached to the petition, Kahn Family has paid Geoffrey Levy of Levy Law Firm LLC, $75,000 for work in connection with the filing of the Chapter 11 case. Subject to bankruptcy court approval, the Debtor will pay the firm at a rate of $425 per hour for services rendered postpetition. Alan Kahn, the manager of the Debtors, also commenced his own Chapter 11 case (Case No. 13-2351) on April 22. According to Web site http://www.kahndevelopment.com/Alan B. Kahn heads Kahn Development Company, a real estate property developer focusing on lifestyle and mixed-use retail. Kahn Development and its affiliates have created many retail centers anchored by names such as Belk, JCPenney, Sears, Dillard's, Federated (now Macy's), Target, Super Wal-Mart, Lowe's Foods, Lowe's Home Improvement, Home Depot, Publix, Kroger, Bi-Lo, and Harris Teeter. It has also developed more than 40 Walgreens locations and 30 Sears stores. Its largest retail and mixed-use project to date is the 300-acre Village at Sandhill development located in hometown of Columbia, South Carolina. KAMBOJ LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Kamboj LLC 4745 Watt Avenue North Highlands, CA 95660 Bankruptcy Case No.: 13-25353 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court Eastern District of California (Sacramento) Judge: Thomas Holman Debtor's Counsel: C. Anthony Hughes, Esq. 1395 Garden Highway, Ste. 150 Sacramento, CA 95833 Tel: (916) 485-1111 E-mail: Attorney@4406666.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Kulvir Singh Mehroke, managing member. KIT DIGITAL: PE Firms Swoop on Company in Prepack Bankruptcy ------------------------------------------------------------ Karlee Weinmann of BankruptcyLaw360 reported that a private equity trio with substantial equity holdings in KIT Digital Inc. will backstop a recapitalization and prepackaged bankruptcy that will cover all outstanding creditor liabilities currently held by the flagging media technology company, according to a late Wednesday announcement. According to the report, under the terms of the turnaround deal, Prescott Group Capital Management LLC, JEC Capital Partners LLC and Stichting Bewaarder Ratio Capital Partners will sponsor a plan that will cluster New York-based KIT's profitable units into a new entity called Piksel. About KIT digital New York-based KIT digital, Inc., is a premium provider of end-to- end video management software and services. Its KIT Video Platform, a cloud-based video asset management system, enables clients in the enterprise, media and entertainment and network operator markets to produce, manage and deliver multiscreen social video experiences to audiences wherever they are. The Company services clients in more than 50 countries including some of the world's biggest brands such as Airbus, AT&T, The Associated Press, BBC, Best Buy, Bristol-Myers Squibb, BSkyB, Disney-ABC, FedEx, Google, HP, MTV, News Corp, Telecom Argentina, Telefonica, Universal Studios, Verizon, Vodafone and Volkswagen. Bloomberg News notes that the last financial statements for New York-based Kit show revenue of $107.3 million for six months ended June 30, resulting in a $110.8 million loss from operations, including a $55 million goodwill-impairment charge. The net loss for the half year was $176 million. The June 30 balance sheet showed assets of $357.1 million and liabilities totaling $146.9 million. The three-year closing high for the stock was $16.94 on Jan. 3, 2011. The closing low was 17 cents on Dec. 21. The stock closed April 16 at 38 cents in over-the-counter trading. KO-KAUA OHANA: Plan Filing Exclusivity Ends April 30 ---------------------------------------------------- The Hon. Marc Barreca of the U.S. Bankruptcy Court for the Western District of Washington has extended, at the behest of Ohana Group, LLC, the exclusive periods for the Debtor to file a plan of reorganization until April 30, 2013, and for the Debtor to solicit acceptances of that plan until July 1, 2013. The Debtor and its primary lender, Wells Fargo, N.A., as trustee for the registered Holders of Credit Suisse First Boston Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2007-C5, have been in preliminary discussions through counsel as to possible consensual terms for a plan. The Debtor said that those discussions have not advanced yet to the level of trading positions on specific deal terms, but have been productive at the preliminary level. "More productive discussions have been delayed somewhat following a recent change by the Lender in the special servicer for this loan," the Debtor stated. According to the Debtor, the counsel for the Lender has requested, and the Debtor has agreed, to delay filing its proposed plan within the initial exclusivity period so as to permit the parties additional time to explore the possibility of a consensual plan. About Ohana Group LLC Ohana Group LLC, in Seattle, Washington, filed for Chapter 11 bankruptcy (Bankr. W.D. Wash. Case No. 12-21904) on Nov. 30, 2012. Judge Marc Barreca oversees the case. James L. Day, Esq., at Bush Strout & Kornfeld LLP, serves as bankruptcy counsel. In its petition, the Debtor scheduled $16,000,000 in assets and $11,696,131 in liabilities. KREMER FAMILY: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------ Debtor: Kremer Family Farms, Inc. dba All Seasons Storage 9159 State Route 118 Ansonia, OH 45303 Bankruptcy Case No.: 13-31589 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court Northern District of Ohio (Toledo) Debtor's Counsel: Steven L. Diller, Esq. DILLER AND RICE, LLC 124 E Main St Van Wert, OH 45891 Tel: (419) 238-5025 E-mail: steven@drlawllc.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A copy of the Company's list of its 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/ohnb13-31589.pdf The petition was signed by Rick Kremer, president. Affiliates that filed separate Chapter 11 petitions: Petition Debtor Case No. Date ------ -------- ---- Neal Thomas Kremer 13-31587 04/18/13 Roman L. Kremer 13-31225 03/28/13 State Line Resourses LLC 13-31588 04/18/13 KSS HOLDINGS: S&P Gives 'B+' CCR & Rates $470MM Secured Debt 'B+' ----------------------------------------------------------------- Standard & Poor's Ratings Services said that it assigned its 'B+' corporate credit rating to KSS Holdings Inc. (KSS), parent of Key Safety Systems Inc. The outlook is stable. S&P also assigned its 'B+' debt issue-level ratings to Key Safety Systems' new $470 million senior secured credit facilities, with a recovery rating of '3'. The '3' recovery rating indicates S&P's expectation for meaningful recovery (50% to 70%) in the event of payment default. The credit facilities will consist of a $75 million revolver due in October 2017, and a $395 million first-lien term loan B due in April 2018. The company plans to use the proceeds from the term loan, combined with $53 million of available cash, to refinance its existing first- and second-lien term loans. Following the proposed debt transaction, the company expects to close on the sale of its noncore Hamlin business segment that makes sensors. Littelfuse Inc. recently signed a definitive agreement to acquire Hamlin Electronics L.P. from KSS for $145 million in cash. KSS plans to use about $135 million of the net proceeds received at closing to retire additional debt and return capital to shareholders: $95 million will go to pay down the new first-lien term loan; $30 million will redeem the company's preferred equity, which S&P treats as debt and is held by Crestview Partners LP (KSS' owner) and management; and a $10 million dividend will be paid to common shareholders. "The ratings on KSS reflect the company's "aggressive" financial risk profile, including adjusted debt to total capital estimated to decline to about 57% in 2013, and its "weak" business risk profile, which is based on its participation in the volatile and competitive global auto supplier industry," said Standard & Poor's credit analyst Nancy Messer. Despite the potential for moderating leverage over time, S&P assumes KSS' financial policies will remain aggressive, given the private-equity ownership and the possibility that the company may pursue targeted acquisitions or, eventually, distributions to shareholders. Still, S&P's rating on KSS reflects its expectation that the company's credit measures will improve in 2013 and 2014 from recent levels. By S&P's estimate, debt leverage may decline to about 3.0x in 2013 and 2014 based upon EBITDA growth supported by high-single-digit revenue growth and EBITDA margins in the low double digits because of improved fixed-cost absorption from higher sales on recent business wins. Supporting this view is the gradual recovery in industry production in the U.S., along with benefits from the company's past cost-cutting, which S&P believed reduced the break-even level of sales. In S&P's view, the company's manufacturing cost footprint is fairly diversified in low-cost countries. In 2013, S&P views execution risk stemming from increased business and higher capital spending as a key credit factor for KSS. Still, S&P expects some costs to inevitability rise, and higher commodity costs and continuing demand weakness in Europe remain risks. S&P expects lower growth rates than past years in key emerging markets China (Asia accounts for 36% of KSS' revenues) and Brazil (less than 1%). S&P believes U.S. light vehicle sales demand can expand by 8% in 2013 to 15.6 million units and by another 4% in 2014 to 16.2 million units. KSS has 38% of revenue generated in North America. In Europe (about 25% of revenues), S&P's base-case outlook assumes that light-vehicle sales will decline in 2013--the sixth consecutive year of sales decline. Under these assumptions and higher capital expenditure requirements, S&P believes KSS' free operating cash flow (FOCF) could be positive for 2013 but less than $10 million, on a low- double-digit increase in sales. The first quarter is typically the company's weakest in terms of cash flow generation because of the seasonal need to increase working capital. S&P considers KSS' business risk weak because of the presence of strong competition (the company is the No. 4 global player), intense pricing pressure, and volatile raw material costs. Positive factors in S&P's business risk assessment are the company's fair geographic diversity, recent business wins, and participation in the automotive safety-equipment segment, which S&P considers to have relatively good growth characteristics over the intermediate term because of various regulations requiring added safety content. However, in the presence of larger competitors, which S&P considers to have stronger market positions and better financial risk profiles than KSS, the company's growth in rapidly expanding markets such as China and Brazil could be limited to mid- to high-single digits over the long term. The stable outlook reflects S&P's view that business growth will allow some free cash flow generation while leverage remains at 4x or lower. S&P assumes high-single-digit revenue growth in 2013 because of the large backlog of new business and exposure to the Chinese market, which is growing at a higher rate than North America and Europe, which is declining. S&P expects EBITDA margins (by S&P's calculation) in the area of 11% to 12%, reflecting improved fixed-cost absorption from higher sales on recent business wins. S&P considers an upgrade unlikely during the next year based on its assessment of the company's business and financial risks and KSS's ownership by a financial sponsor, which S&P believes indicates that financial policies will remain aggressive. Under a different ownership structure, an upgrade could occur if the company is able to maintain debt leverage at 3.0x or less from solid operating performance with the ratio of FOCF (unadjusted) to adjusted debt approaching the high single digits or better combined with a commitment to moderate financial policies. S&P uses unadjusted FOCF because its standard adjustments for operating lease adjustments creates an unrealistic FOCF. S&P could lower the rating if cash flow turned negative over the next 12 months in light of execution risk related to growth or slower-than-expected revenue growth due to global weakness in vehicle demand. S&P could also lower its ratings if it believes debt to EBITDA, including its adjustments, would rise to 4.5x. LDK SOLAR: Subsidiary to Sell LDK Hefei for RMB 120 Million ----------------------------------------------------------- http://www.sec.gov/Archives/edgar/data/1385424/000119312513157703/ d523015d6k.htm LDK Solar Co., Ltd.'s wholly owned subsidiary, Anhui LDK New Energy Co., Ltd., signed an agreement to sell and transfer all its equity interest in its wholly owned subsidiary, LDK Solar High- Tech (Hefei) Co., Ltd., located in Hefei City of Anhui Province in China, to an affiliate of the Hefei City government, Hefei High Tech Industrial Development Social Service Corporation, for approximately RMB 120 million. Based on the Company's book value, LDK Solar expects to realize a net loss in the range of US$80 million to US$90 million for this transaction. Previously, LDK Solar announced a purchase agreement in January 2013 with Shanghai Qianjiang Group, with its consummation subject to relevant governmental approvals. Shanghai Qianjiang Group failed to secure such government approvals by the expiration date of March 30, 2013. "We appreciate the assistance and collaboration from Hefei Municipal Government," stated Xingxue Tong, president and CEO of LDK Solar. "We will do our best to assure a smooth closing of this transaction." Signs New Module Supply Contract LDK Solar has signed a module supply contract with EA Solar Nakornsawan Co., Ltd, a leading developer of photovoltaic (PV) projects in Thailand. Under the terms of the agreement, LDK Solar will provide 63 megawatts (MW) of PV modules with weekly shipments of approximately 6.3 MW expected to commence in August 2013. "We are pleased to expand our customer base into Thailand through this new module sales agreement," stated Xingxue Tong, president and CEO of LDK Solar. "We believe this contract demonstrates the continued demand for our solar modules." About LDK Solar LDK Solar Co., Ltd. -- http://www.ldksolar.com-- based in Hi- Tech Industrial Park, Xinyu City, Jiangxi Province, People's Republic of China, is a vertically integrated manufacturer of photovoltaic products, including high-quality and low-cost polysilicon, solar wafers, cells, modules, systems, power projects and solutions. LDK Solar was incorporated in the Cayman Islands on May 1, 2006, by LDK New Energy, a British Virgin Islands company wholly owned by Xiaofeng Peng, LDK's founder, chairman and chief executive officer, to acquire all of the equity interests in Jiangxi LDK Solar from Suzhou Liouxin Industry Co., Ltd., and Liouxin Industrial Limited. KPMG in Hong Kong, China, said in a May 15, 2012, audit report, there is substantial doubt on the ability of LDK Solar Co., Ltd., to continue as a going concern. According to KPMG, LDK Solar has a net working capital deficit and is restricted to incur additional debt as it has not met a financial covenant ratio under a long-term debt agreement as of Dec. 31, 2011. These conditions raise substantial doubt about the Group's ability to continue as a going concern. LDK Solar's balance sheet at Sept. 30, 2012, showed US$5.76 billion in total assets, US$5.41 billion in total liabilities, US$299.02 million in redeemable non-controlling interests and US$45.91 million in total equity. LEHMAN BROTHERS: Hits FHLB Cincinnati with $64M Suit Over Swaps --------------------------------------------------------------- Maria Chutchian of BankruptcyLaw360 reported that a unit of Lehman Brothers Holdings Inc. on Wednesday hit the Federal Home Loan Bank of Cincinnati with a breach of contract suit demanding $63.9 million connected to 87 interest-rate swaps and options transactions that fell apart when it entered bankruptcy. According to the report, Lehman Brothers Special Financing Inc. says the bank violated an agreement between the two by paying only $13.7 million when the transactions were terminated on account of Lehman's Chapter 11 filing in September 2008. The financing unit said it was owed $77.6 million, the report said. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Lehman made its first payment of $22.5 billion to creditors in April 2012 and a second payment of $10.2 billion on Oct. 1. A third distribution is set for around March 30, 2013. The brokerage is yet to make a first distribution to non-customers. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: LBI Wins OK to Settle $44-Bil. in Claims --------------------------------------------------------- The trustee of Lehman Brothers Holdings Inc.'s brokerage arm won a bankruptcy judge's approval to settle nearly $44 billion in customer claims by the holding company and its European unit. Jude James Peck of the U.S. Bankruptcy Court for the Southern District of New York approved the settlements, paving the way for full repayment to former customers of the Lehman brokerage. The settlements reduce the holding company's customer claim from $19.9 billion to $2.3 billion. Meanwhile, Lehman Brothers International (Europe) will receive a $9 billion customer claim, down from the $24 billion it originally wanted. The holding company will also have an unsecured claim of about $14 billion against the brokerage while the European unit will receive a $4 billion unsecured claim. The trustee has now settled the three largest claims against the Lehman brokerage. Last year, he won court approval to settle Lehman Brothers Finance AG's $6 billion claim. Under the deal, Lehman's Swiss affiliate can assert a claim of more than $549 million. The settlements drew support from the Securities Investor Protection Corp. and the ad hoc group of Lehman Brothers creditors. The settlements "will resolve the biggest challenges faced by the estate" and will allow the trustee "to move forward to effect a 100% distribution to customers," SIPC said in court filings. Meanwhile, Ross Financial Corp., Providence TMT Special Situations Fund L.P., QVT Fund LP and Quintessence Fund L.P. dropped their objections to the settlements. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: Proposes to Sell LB Rose Properties ---------------------------------------------------- Lehman Brothers Holdings Inc. is seeking approval from the U.S. Bankruptcy Court in Manhattan to sell LB Rose Ranch LLC's interests in a property located in Glenwood Springs, Colorado. The property is a 225-acre unfinished resort community, which consists of a residential development, and recreation facilities including a golf course. LB Rose took ownership of the property before it went bankrupt through the exercise of its remedies as a secured lender. The proposed sale is part of Lehman's effort to raise cash, and begin distributions to creditors of LB Rose. As of April 9, the Lehman unit has only about $1 million in available cash, according to court filings. In connection with the sale, Lehman hired Racebrook Marketing Concepts LLC to act as broker. The firm, along with Lehman, will oversee the marketing as well as the bidding process. Buyers are required to submit bids for the property to Racebrook and Lehman. Based on the structure and composition of the bids, the companies will distribute one or more form sale agreements, containing the terms of the transaction. Potential buyers have 20 days to mark up the agreements and return them to Lehman, which will select the winning bidder. The winning bidder has 10 business days to execute a sale agreement and 30 days to close. Lehman will proceed with the next highest offer in case the winning bidder fails to close the transaction. Judge James Peck will hold a hearing today, April 24, to consider approval of the proposed sale. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: Court Approves Accord With Liberty Square ---------------------------------------------------------- Lehman Brothers Holdings Inc. received the green light from the U.S. Bankruptcy Court in Manhattan to settle a lawsuit tied to Lehman Brothers Financial Products Inc.'s derivatives deals with Liberty Square CDO I Limited and its affiliates. LBFP filed the lawsuit to challenge the provisions in certain documents executed by Liberty Square, which affect the company's right to receive payment of its claims under the derivatives deals. Under the agreement, the Lehman unit will receive from Liberty Square a settlement payment in exchange for the dismissal of the lawsuit. Both sides also agreed to release each other from all claims tied to the derivatives deals. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEHMAN BROTHERS: LBI May Allocate $15.2BB for Customers ------------------------------------------------------- The trustee of Lehman Brothers Holdings Inc.'s brokerage received the green light from the U.S. Bankruptcy Court in Manhattan to allocate about $15.2 billion in securities and cash to the fund of customer property. The assets to be allocated include $10.863 billion worth of securities and $1.691 billion of total cash held in accounts for the benefit of customers. A list of these assets can be accessed for free at http://is.gd/O5Vi91 The court order also authorized the trustee to distribute funds tied to securities that will be delivered to customers. The funds consist of cash dividends and interest received by the Lehman estate subsequent to September 19, 2008. Lehman received those funds from various issuers and depositories on account of securities in the possession of the trustee. Before the Court approved the LBI Trustee's motion, Barclays Capital Inc. raised an objection complaining that the LBI Trustee failed to increase the $4.7 billion amount reserved for Barclays to account for newly discovered margin assets held by other third parties, which the LBI Trustee acknowledged in February 2013 to total $777 million. Barclays related that it is in the final stage of filing briefs in the U.S. Court of Appeals from a district court opinion in June finding that the bankruptcy judge was wrong in requiring the bank to pay $1.5 billion to the trustee. When the appeal was initiated, the LBI Trustee agreed to hold $4.7 billion aside as a reserve in the event the appellate court decides that Barclays is entitled to receive more than the bankruptcy court allowed. Trustee, et al., Ink Agreement In a related development, the trustee signed an agreement to resolve the objection by a group of claimants led by Federal Deposit Insurance Corp. The deal, which was approved on April 16 by the court, requires the trustee to establish and maintain reserves for the claims asserted by the group. In return, the claimants agreed to withdraw their objection. A copy of the agreement is available without charge at http://is.gd/SXT1Wt Meanwhile, Mark Mazzatta and two other claimants dropped their objections to the allocation of the property. Mr. Mazzatta previously criticized the Lehman brokerage for refusing to return about $1.7 million of collateral he delivered over four years ago in a transaction involving the brokerage and its parent. He claimed the collateral is not property of the brokerage and Lehman Brothers OTC Derivatives Inc. The collateral, which consisted of bonds worth more than $719,000 and more than $969,000 in cash, secures a so-called "call spread collar" with Lehman Brothers OTC. About Lehman Brothers Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was the fourth largest investment bank in the United States. For more than 150 years, Lehman Brothers has been a leader in the global financial markets by serving the financial needs of corporations, governmental units, institutional clients and individuals worldwide. Lehman Brothers filed for Chapter 11 bankruptcy Sept. 15, 2008 (Bankr. S.D.N.Y. Case No. 08-13555). Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Several other affiliates followed thereafter. Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset LLC sought for bankruptcy protection in December 2009. The Debtors' bankruptcy cases are handled by Judge James M. Peck. Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife, Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq Bankruptcy Solutions serves as claims and noticing agent. Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell, Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve as counsel to the Official Committee of Unsecured Creditors. Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's investment banker. On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S. District Court for the Southern District of New York, entered an order commencing liquidation of Lehman Brothers, Inc., pursuant to the provisions of the Securities Investor Protection Act (Case No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as trustee for the SIPA liquidation of the business of LBI. The Bankruptcy Court approved Barclays Bank Plc's purchase of Lehman Brothers' North American investment banking and capital markets operations and supporting infrastructure for US$1.75 billion. Nomura Holdings Inc., the largest brokerage house in Japan, purchased LBHI's operations in Europe for US$2 plus the retention of most of employees. Nomura also bought Lehman's operations in the Asia Pacific for US$225 million. Lehman emerged from bankruptcy protection on March 6, 2012, more than three years after it filed the largest bankruptcy in U.S. history. The Chapter 11 plan for the Lehman companies other than the broker was confirmed in December 2011. Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers Bankruptcy News. The newsletter tracks the Chapter 11 proceeding undertaken by Lehman Brothers Holdings, Inc., and other insolvency and bankruptcy proceedings undertaken by its affiliates. LEO MOTORS: John Scrudato CPA Raises Going Concern Doubt -------------------------------------------------------- Leo Motors, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 John Scrudato CPA, in Califon, New Jersey, expressed substantial doubt about Leo Motors' ability to continue as a going concern, citing the Company's significant losses since inception of $16.2 million and working capital deficit of $632,161. The Company reported a net loss of $1.9 million on $25,605 of revenues in 2012, compared with a net loss of $5.4 million on $920,587 of revenues in 2011. In 2011 the Company determined its investment in Leo B&T Inc. an investment account was impaired and recorded an expense of $4.5 million. During the 2012 year the Company had a net non operating income largely from the result of the forgiveness of debt for $1.3 million. The Company's balance sheet at Dec. 31, 2012, showed $1.4 million in total assets, $1.7 million in total liabilities, and a stockholders' deficit of $269,422. A copy of the Form 10-K is available at http://is.gd/GEDClg Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo Motors, Inc., a Nevada corporation, is currently engaged in the research and development of multiple products, prototypes and conceptualizations based on proprietary, patented and patent pending electric power generation, drive train and storage technologies. LIME ENERGY: Gets NASDAQ Listing Non-Compliance Notice ------------------------------------------------------ Lime Energy Co. LIME on April 22 disclosed that on April 17, 2013, it received a letter from The NASDAQ Stock Market LLC notifying it that it was not in compliance with NASDAQ Listing Rule 5250(c)(1) because it had not yet filed its Annual Report on Form 10-K for the year ended December 31, 2012 and that the Additional Deficiency served as an additional basis for delisting the Company's common stock from the NASDAQ Stock Market. That letter also formally notified the Company the Panel would consider the Additional Deficiency in their decision regarding the Company's continued listing on the NASDAQ Stock Market. The Company expects to present its views with respect to the Additional Deficiency no later than April 24, 2013. As previously disclosed, the Company received a notice from the NASDAQ Listing Qualifications Staff on January 9, 2013 regarding the Company's failure to satisfy NASDAQ Listing Rule 5250(c)(1) because it had not filed its Quarterly Reports on Form 10-Q for the periods ended June 30, and September 30, 2012, and that as a result its common stock was subject to delisting from the NASDAQ Stock Market. The Company requested a hearing before the NASDAQ Hearings Panel to review the listing determination and to request that the Panel grant it additional time to regain compliance on February 21, 2013 and on March 6, 2013, the Panel granted the Company's request for continued listing of its common stock on the NASDAQ Stock Market, subject to certain conditions, including the condition that on or before August 9, 2013, the Company shall file its Form 10-K for the year ended December 31, 2012. The Company expects that it will file its Annual Report on Form 10-K for the year ended December 31, 2012 on or before June 30, 2013. The Company also expects that it will file restated financial information for the years ended December 31, 2008, December 31, 2009, December 3, 2010 and December 31, 2011 and for the quarter ended March 31, 2012 on or before June 30, 2013. As previously disclosed, the Company's Audit Committee has determined that the Company's consolidated financial statements for the Affected Periods could not be relied on. The Company also expects that it will file its financial statements for the quarters ended June 30, 2012 and September 30, 2012 on or before June 30, 2013. LIQUIDNET HOLDINGS: S&P Gives 'B' ICR & Rates $150MM Debt 'B' ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' issuer credit rating to Liquidnet Holdings Inc. At the same time, Standard & Poor's assigned its 'B' issue rating to the company's $150 million senior secured credit facility. The outlook is stable. The ratings on Liquidnet Holdings Inc. reflect the company's dependence on U.S. cash equity trading volume to generate revenues. The company also has high degree of operating leverage and low profitability. "We believe that Liquidnet has high exposure to operational and reputational risks," said Standard & Poor's credit analyst Olga Roman. "The company's status as the leading alternative trading system (ATS) operator that facilitates large block equity trades primarily for buy-side institutional investors only partly offsets these weaknesses." Liquidnet has a well-diversified customer base with no single customer contributing more than 4.6% of the company's quarterly revenue since 2011. Liquidnet enables institutional investors to trade large blocks of equities. It provides its members with access to a pool of global average daily liquidity of about 9 billion shares listed in 41 markets across five continents. Using its proprietary technology, Liquidnet enhances the quality and speed of trade execution by reducing market impact costs and creating price improvements. The company operates two ATSs in the U.S.: Liquidnet Negotiation and Liquidnet H2O. The company derives almost all of its revenues from the commissions it receives from member and nonmember customers for trades executed on its system. Since the commissions are entirely transaction based, the company's revenues and profitability are highly volatile and depend on the trading volumes and the robustness of the U.S. equity markets. Liquidnet has been diversifying its geographic markets, but 72% of its revenue came from U.S. equities in 2012. Along with other ATSs and stock exchanges, Liquidnet continues to face declining trade volumes. U.S. equity asset managers have been in a cycle of net asset outflows from equities, and, as a result, Liquidnet's average daily liquidity in the U.S. declined to approximately 1.3 billion shares in December 2012 from more than 2 billion shares in January 2010. This decline in trading volumes caused a significant deterioration in the firm's revenues and profitability. S&P believes that Liquidnet has high exposure to operational and reputational risks. This became evident in spring 2012 when the company's subsidiary, Liquidnet Inc., received a subpoena from the SEC requesting certain information regarding, among other things, the subsidiary's Equity Capital Markets business and associated internal and external software tools. Liquidnet Inc. disclosed this investigation to its members in June 2012. Following the disclosure, several clients left the company, although most have returned. At this stage, S&P cannot estimate the probable outcome of the investigation or the size of monetary penalty. "The stable outlook reflects our expectation that Liquidnet will be able to maintain its market position and improve its operating performance," said Ms. Roman. If the company can increase its cash flow base or reduce its debt and, thus, improve its debt to EBITDA to less than 2.5x, S&P would consider upgrading the company. On the other hand, if Liquidnet's profitability and key credit metrics deteriorate due to a loss of customers or if it encounters another operational issue, S&P could lower the rating. LLS AMERICA: 4 Individuals Fined for Discovery Non-Compliance ------------------------------------------------------------- Bankruptcy Judge Patricia C. Williams issued identical orders on April 17, 2013, sanctioning four individual defendants for not complying with the discovery process in 3 adversary proceedings initiated by Bruce P. Kreigman, as chapter 11 trustee of LLS America, LLC. The decisions stemmed from the Chapter 11 Trustee's motions to compel discovery. The individual defendants are: -- Kathryn Paul and Steven Paul (BRUCE P. KRIEGMAN, solely in his capacity as court-appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff, v. 1418490 ONTARIO, LTD, et al., Defendants, Adv. No. 11-80295-PCW-11 (Bankr. E.D. Wash.); -- Reinhard Paul (BRUCE P. KRIEGMAN, solely in his capacity as court-appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff, v. 0817726 BC, LTD., et al., Defendants, Adv. No. 11-80297-PCW11 (Bankr. E.D. Wash.); and -- Gerhard Krief (BRUCE P. KRIEGMAN, solely in his capacity as court-appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff, v. 267406 BC, LTD., et al., Defendants, Adv. No. 11-80296-PCW11 (Bankr. E.D.Wash). A copy of one of the identical decisions dated April 17, 2013 is available at http://is.gd/WfCfQcfrom Leagle.com. In her ruling, Judge Williams noted that not a single document was produce in response to 19 document requests. In this light, Judge Williams preliminary concluded that the named defendant should be sanctioned $500 as partial compensation to the Chapter 11 Trustee's costs of proceeding with his motion to compel. If they believe the sanction is inappropriate, the named defendants are given until May 5, 2013, to file an explanation on their failure to comply with the discovery. About Little Loan Shoppe LLS America LLC, doing business as Little Loan Shoppe, operated an online payday loan business. Affiliate Team Spirit America provided the manpower, management and equipment for Little Loan Shoppe. The companies are among a multitude of Canadian and American business entities owned and operated by Doris E. Nelson, a/k/a Dee Nelson, a/k/a Dee Foster. Investors claimed Ms. Nelson operated a Ponzi scheme. Ms. Nelson allegedly told investors they could earn as much as 60% on money her companies used to make payday loans to consumers. American and Canadian investors bought notes worth US$29 million and another C$26,000,000. However, the investors received no payments after March 2009. One investor group placed a related company, LLS-A LLC, into bankruptcy in July 10, 2009. LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No. 09-23021) on July 21, 2009, before Judge Linda B. Riegle. Gregory E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel. In its petition, the Debtor disclosed $2,661,584 in assets and $24,013,837 in debts. The petition was signed by Ralph Gamble, CEO of the Company. The case was subsequently moved to Washington state (Bankr. E.D. Wash. Case No. 09-06194). Charles Hall was appointed as examiner in the case. LORUS THERAPEUTICS: Incurs C$1.4-Mil. Net Loss in Fiscal 2013 Q3 ---------------------------------------------------------------- Lorus Therapeutics Inc. reported a net loss for the three months ended Feb. 28, 2013, of C$1.4 million compared to a net loss of C$1.0 million in the same period in the prior year. The Company incurred a net loss of C$4.2 million for the nine months ended Feb. 28, 2013, compared to a net loss of C$3.6 million during the same period in the prior year. In a news release dated April 12, 2013, the Company said: "In the three month period ended Feb. 28, 2013, research and development expenditures increased by C$346 thousand compared with the same period in the prior year due to the manufacture of additional quantities of LOR-253, increased clinical costs associated with the LOR-253 Phase I clinical trial as well as spending on our IL-17E and LOR-500 programs initiated and escalated in the current year. "In the nine month period ended Feb. 28, 2013, research and development expenditures increased by C$678 thousand compared with the same period in the prior year due to the manufacture of additional quantities of LOR-253, increased clinical costs associated with the LOR-253 Phase I clinical trial as well as spending on our IL-17E program initiated in the current year and escalated efforts on our LOR-500 program. "General and administrative expenses totaled C$491 thousand in the three-month period ended Feb. 28, 2013, compared to C$479 thousand in same period in the prior year. For the nine month period ended Feb. 28, 2013, general and administrative expenses were C$1.8 million compared with $1.8 million in the same period in the prior year." According to the news release, the Corporation's current level of cash and cash equivalents is not sufficient to execute its current planned expenditures for the next twelve months without further investment. "The Corporation is currently in discussion with several potential investors to provide additional funding. Management believes that it will complete one or more of these arrangements in sufficient time to continue to execute its planned expenditures without interruption. However, there can be no assurance that the capital will be available as necessary to meet these continuing expenditures, or if the capital is available, that it will be on terms acceptable to the Corporation." The Company's balance sheet at Feb. 28, 2013, showed C$1.83 million in total assets, C$1.43 million in total current liabilities, and stockholders' equity of C$401,000. A copy of the press release is available at http://is.gd/iMYhND A copy of the Q3 consolidated interim financial statements is available at http://is.gd/aO21Ds Toronto, Ontario-based Lorus Therapeutics Inc. is a biopharmaceutical company focused on the research and development of novel therapeutics in cancer. Lorus Therapeutics Inc. is listed on the Toronto Stock Exchange under the symbol LOR. ME CAL INC: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------- Debtor: Me Cal, Inc. 2660 So. El Camino Real San Mateo, CA 94403 Bankruptcy Case No.: 13-30940 Chapter 11 Petition Date: April 21, 2013 Court: United States Bankruptcy Court Northern District of California (San Francisco) Debtor's Counsel: Jeff D. Curl, Esq. JC LAW GROUP 1900 S Norfolk St. #350 San Mateo, CA 94403 Tel: (415) 963-4004 E-mail: notice@jclawgroup.com Estimated Assets: $0 to $50,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company?s 20 largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/canb13-30940.pdf The petition was signed by Michael Greco, president. MERCANTIL COMMERCEBANK: Fitch Affirms 'BB/B' Issuer Default Rating ------------------------------------------------------------------ Fitch Ratings has affirmed the long- and short-term IDRs of Mercantil Commercebank Florida Bancorp (MCFB) and its main subsidiary, Mercantil Commercebank, N.A. at 'BB/B'. The Outlook is Stable. Through its domestic parent, Mercantil Commercebank Holding Corp. (MCH), the bank is beneficially owned by Mercantil Servicios Financerios (MSF), one of the largest financial institutions based in Venezuela. Although the ratings assigned are for MCFB, Fitch also reviews the financials for MCH, which is the domestic holding company for MCFB in the U.S. Rating Action Rationale MCFB's IDRs reflect its geographic concentration mainly in South Florida, risk profile that includes exposure to economic conditions in Latin America, limited franchise and modest earnings measures. Ratings are supported by the company's improving credit and earnings performance, solid capital levels and good liquidity profile. KEY RATING DRIVERS - IDRs, VR and Senior Debt During 2012, MCH's financial performance improved reporting net income of $26.4 million compared to $10.9 million for 2011. Results are supported by reduced provisioning needs, gain on sales of securities, and growth in loans increasing interest income. Nonetheless, MCH's earnings measures remain modest with return on assets (ROA) at 0.38% for 4Q'12. Fitch also analyzes the company's earning measures on a risk-adjusted basis given its large investment securities book (30% of total assets). Return on Risk Weighted Assets (RORWA) stood at 0.85x for 4Q'12, while PPNR/RWA was solid at 1.16% and in-line with the current ratings. Fitch believes performance at current levels is sustainable. In 2013, Fitch does not expect a significant rise in provisioning expense given overall improving asset quality trends. The company should see some benefits from increased volumes in loan originations with higher yields from the growing commercial and industrial loans (C&I) lending segment. Additionally, the company has increased the purchase of syndicated loans, which should also offset the impact to margin pressures from the investment securities portfolio and also offset the impact of nonaccrual loans. For 2012, credit trends improved year-over-year as net charge-offs (NCOs), nonperforming assets (NPAs), and the inflows of criticized/classified assets all continue to decline, although problem loans remain elevated compared to historical standards. At year-end 2012, NPAs, calculated by Fitch to include accruing troubled debt restructuring, totaled $114.8 million (or 2.58% of gross loans plus other real estate owned [OREO]) compared to $257 million (or 6.14%) the previous year. NCOs also declined to 0.57% (or $24 million) for 2012 compared to 1.06% (or $41.7 million) for 2011. For 2012, provisions totaled $24 million compared to $50 million the previous year. Fitch expects future credit costs to be manageable given the continued reduction in overall balances in the riskier segments of CRE and construction portfolios. MCH's capital position is solid and supports the risks inherent in the bank's business mix. MCH's Fitch Core Capital/Risk Weighted Assets ratio stood at 14.68% and Tier 1 Common stood at 10.8%. Given the expectation of sustainable profitability, capital is expected to remain at current levels. MCH's balance sheet is highly liquid; the combination of cash, cash equivalents and investment securities represented about 32.4% of total assets on Dec. 31, 2012 and the loan-to-deposit ratio was 85%. The investment portfolio is highly rated, short in duration and, to date, has had minimal negative market valuation issues. Nonetheless, Fitch notes that certain securities holdings could be affected by economic conditions in certain countries in Latin America, although these positions are modest in size. The company has continued to shift its loan mix by reducing real estate lending and growing its C&I portfolio. For 2012, MCH's C&I portfolio grew by 16% compared to the previous year. Although Fitch views the diversification in the loan mix as a positive, the industry in general has also been growing C&I loans and competition is fierce. In general, Fitch is concerned with the potential for credit quality deterioration, since performance for these loans is better than historical averages. Offsetting, MCFB's targeted client base is more niche, which gives the company an opportunity to leverage its expertise in Latin America as well as in oil-related industries. Additionally, the bank also engages in syndicated lending through participations in large lending arrangements to domestic corporate borrowers. Participations are generally entered into with the initial lending group (not purchased in the secondary market) and are for clients in the bank's targeted markets. RATING SENSITIVITIES - IDRs, Senior Debt and Viability Rating (VR) Given MCFB's geographic concentration in South Florida, its IDRs are sensitive to market conditions within its footprint. Additionally, MCFB has a large component of international exposures (roughly 40% of its lending activity), which is also affected by economic conditions in Latin America. Ratings are considered to be at the high end of the potential range given that current performance is in-line with similarly rated peers. Should MCFB produce metrics that outperform peers, Fitch may consider review of the current ratings. Factors that could trigger negative rating action would be a declining trend in earnings and/or a reversal of recent improvements to credit performance. Although not anticipated, reputational risk events is also a concern given MCFB's ultimate parent is domiciled in Venezuela. To date, MCFB has actually benefited from its Mercantil brand, despite volatility in Venezuela, as demonstrated by its stable deposit base. In Fitch's analysis for MCFB, which is the U.S. bank subsidiary of MSF, Fitch's criteria report 'Rating FI Subsidiaries and Holding Companies' was applied. RATING DRIVERS AND SENSITIVITIES - Support and Support Rating Floors MCFB has a Support Rating of '5' and Support Rating Floor of 'NF'. In Fitch's view, MCFB is not systemically important and therefore, Fitch believes the probability of support is unlikely. IDRs and VRs do not incorporate any support. Over the years, capital ratios have been augmented by capital contributions from MSF (about $267 million for 2008-2012). Although MSF has demonstrated its willingness to provide capital support to MCFB and ultimately to MCB, Fitch assumes that additional contributions from MSF are unlikely over the near term and cannot be relied upon. RATING DRIVERS AND SENSITIVITIES - Holding Company MCH has a bank holding company (BHC) structure with the bank as the main subsidiary. The subsidiary is considered core to the parent holding company supporting equalized ratings between the bank subsidiary and the BHC. IDRs and VRs are equalized with those of MCH's operating company and bank reflecting its role as the bank holding company, which is mandated in the U.S. to act as a source of strength for its bank subsidiaries. On a stand-alone basis at the holding company, MCFB's liquidity is considered ample. The holding company maintained its own source of liquidity with cash and investment securities totaling $41 million at Dec. 31, 2012. Annual MCFB (parent-company only) interest expense totals approximately $7 million, providing about 6x coverage. The only debt outstanding at MCH or MCFB consists of $114 million of trust preferred securities (unrated), issued privately and through pools, as of Dec. 31, 2012. Double leverage is modest at 115%. RATING DRIVERS AND SENSITIVITIES - Subsidiaries and Affiliate Company Ratings for subsidiaries reflect a high probability of support from the parent to its subsidiary. This reflects that performing bank parents have very rarely allowed subsidiaries to default. It also considers the high level of integration, brand, management, financial and reputational incentives to avoid subsidiary defaults. Established in 1979, Mercantil Commercebank, N.A. (MCB), based in Coral Gables, FL, is a privately held, FDIC insured, nationally chartered bank, regulated by the Office of the Comptroller of the Currency (OCC). The bank has 11 branches throughout Miami-Dade County, two in Broward County, two in Palm Beach County, one in New York, NY, and two in Houston, TX. The bank is ultimately beneficially owned by Mercantil Servicios Financerios (MSF), the largest financial group based in Venezuela Fitch has affirmed these ratings, with a Stable Outlook: Mercantil Commercebank Florida BanCorp. -- Long-term IDR at 'BB'; -- Short-term IDR at 'B'; -- Viability rating at 'bb'; -- Support at '5'; -- Support floor at 'NF.; Mercantil Commercebank, N.A. -- Long-term IDR at 'BB'; -- Long-term deposits t 'BB+'; -- Short-term IDR at 'B'; -- Short-term deposits at 'B'; -- Viability at 'bb'; -- Support at '5'; -- Support Floor at 'NF'. MF GLOBAL: Ch.11 Trustee Sues Corzine, 2 Others Over Collapse ------------------------------------------------------------- Louis J. Freeh, the Chapter 11 Trustee of MF Global Holdings Ltd., and its debtor-affiliates, on Friday launched an adversary proceeding against the Debtors' former officers -- Jon S. Corzine, Bradley I. Abelow, and Henri J. Steenkamp -- arguing that the defendants' "acts and omissions" culminated in the business collapse of the Company and the bankruptcies of the Debtors. According to Mr. Freeh, the Defendants, in their capacities as officers, breached their fiduciary duties of care, loyalty, and oversight over the Company, and failed to act in good faith. According to the 61-page Complaint, during the period when Defendants were running MF Global, they dramatically changed the Company's business plan without addressing existing systemic weaknesses that ultimately caused the plan to fail. As part of the new business plan, and in violation of his fiduciary duties to MF Global as the Chief Executive Officer of Holdings Ltd. and MF Global Inc., Mr. Corzine engaged in risky trading strategies that strained the Company's liquidity and could not be properly monitored by the Company's inadequate controls and procedures. The Complaint also says Messrs. Abelow and Steenkamp, Mr. Corzine's hand-picked deputies and the Company's most senior officers, breached their fiduciary duties by failing to ensure that the Company's procedures and controls were adequate and could accommodate the Company's new business plan. Mr. Freeh is represented by: MORRISON & FOERSTER LLP Adam S. Hoffinger, Esq. Daniel A. Nathan, Esq. 2000 Pennsylvania Ave., NW Washington, DC 20006-1888 Tel: (202) 887-1500 Fax: (202) 887-0763 E-mail: ahoffinger@mofo.com dnathan@mofo.com - and - Brett H. Miller, Esq. 1290 Avenue of the Americas New York, NY 10140-0050 Tel: (212) 468-8000 Fax: (212) 468-7900 E-mail: bmiller@mofo.com About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. At a hearing on April 5, the Bankruptcy Court approved MF Global Holdings's plan to liquidate its assets. Bloomberg News reported that the court-approved disclosure statement initially told creditors with $1.134 billion in unsecured claims against the parent holding company why they could expect a recovery of 13.4% to 39.1% from the plan. As a consequence of a settlement with JPMorgan, supplemental materials informed unsecured creditors their recovery was reduced to the range of 11.4% to 34.4%. Bank lenders will have the same recovery on their $1.174 billion claim against the holding company. As a consequence of the settlement, the predicted recovery became 18% to 41.5% for holders of $1.19 billion in unsecured claims against the finance subsidiary, one of the companies under the umbrella of the holding company trustee. Previously, the predicted recovery was 14.7% to 34% on bank lenders' claims against the finance subsidiary. MF GLOBAL: Judge Axes 'Frivolous' $35-Mil. Claim ------------------------------------------------ Maria Chutchian of BankruptcyLaw360 reported that a New York bankruptcy judge on Thursday threw out a $35 million claim against MF Global Holdings Ltd. and ordered the claimant to pay a fine, saying she had no direct relationship to the fallen firm and that her claim was frivolous. According to the report, the claimant, Michelle Y. Coe, brought what she deemed an administrative expense claim against the broker-dealer and futures commission merchant related to MF Global predecessor Man Financial's 2005 purchase of assets from now- defunct financial services company Refco Inc. About MF Global New York-based MF Global -- http://www.mfglobal.com/-- was one of the world's leading brokers of commodities and listed derivatives. MF Global provides access to more than 70 exchanges around the world. The firm also was one of 22 primary dealers authorized to trade U.S. government securities with the Federal Reserve Bank of New York. MF Global's roots go back nearly 230 years to a sugar brokerage on the banks of the Thames River in London. On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15059 and 11-5058), after a planned sale to Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF Global had $41,046,594,000 in total assets and $39,683,915,000 in total liabilities. On Nov. 7, 2011, the United States Trustee appointed the statutory creditors' committee in the Debtors' cases. At the behest of the Statutory Creditor's Committee, the Court directed the U.S. Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the Bankruptcy Court entered an order approving the appointment of Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC, as Chapter 11 trustee. On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services LLC and MF Global FX Clear LLC filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and 11-15810). On Dec. 27, the Court entered an order installing Mr. Freeh as Chapter 11 Trustee of the New Debtors. On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr. Freeh also was installed as its Chapter 11 Trustee. Judge Honorable Martin Glenn presides over the Chapter 11 case. J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve as bankruptcy counsel. The Garden City Group, Inc., serves as claims and noticing agent. The petition was signed by Bradley I. Abelow, Executive Vice President and Chief Executive Officer of MF Global Finance USA Inc. The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan LLP, as investigative counsel; (ii) FTI Consulting Inc., as restructuring advisors; (iii) Morrison & Foerster LLP, as bankruptcy counsel; and (iv) Pepper Hamilton as special counsel. The Official Committee of Unsecured Creditors has retained Capstone Advisory Group LLC as financial advisor, while lawyers at Proskauer Rose LLP serve as counsel. The Securities Investor Protection Corporation commenced liquidation proceedings against MF Global Inc. to protect customers. James W. Giddens was appointed as trustee pursuant to the Securities Investor Protection Act. He is a partner at Hughes Hubbard & Reed LLP in New York. Jon Corzine, the former New Jersey governor and co-CEO of Goldman Sachs Group Inc., stepped down as chairman and chief executive officer of MF Global just days after the bankruptcy filing. MINT LEASING: Lowers Net Loss to $239K in 2012 ---------------------------------------------- The Mint Leasing, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. M&K CPAS, PLLC, in Houston, Texas, expressed substantial doubt about Mint Leasing's ability to continue as a going concern. The independent auditors noted that Mint Leasing has a significant amount of debt due within the next 12 months, and may not be successful in obtaining renewals or renegotiating its loans. The Company reported a net loss of $238,969 on $10.0 million of revenues in 2012, compared with a net loss of $1.6 million on $10.8 million of revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed $24.1 million In total assets, $23.3 million in total liabilities, and stockholders' equity of $748,318. Credit Facility With Comerica Bank Is In Default On April 8, 2013, the Company and Comerica entered into a Settlement, Release, Indemnity and Limited Forbearance Agreement. Pursuant to the Forbearance Agreement, the Company agreed that the its outstanding loan facility with Comerica was in default and Comerica agreed to forbear from taking any action against the Company to enforce the default until the earlier of 4 p.m. on April 18, 2013, or the date that a default occurred under the facility other than in connection with the Company's failure to repay such facility. The Company also agreed to pay $500,000 towards the balance of the facility on April 5, 2013, which funds have been paid to date and to pay a discounted settlement payment in full satisfaction of the facility in the amount of $12 million on April 18, 2013, along with legal fees of Comerica's counsel (the "Settlement Amount"). The Company also agreed to release Comerica from and to indemnify Comerica against certain claims and causes of action. The Company said in the filing that in the event that it is unable to pay the Settlement Amount when due, Comerica could take further actions against the Company to enforce its security interest over the Company's assets, seek repayment of the full amount due under the facility, seek an immediate foreclosure of such assets and/or may take other actions which have a material adverse effect on the Company's operations, assets and financial condition, and that any of the foregoing actions by Comerica, could force the Company into Bankruptcy protection, any of which could cause the value of the Company's securities to decline in value or become worthless and could force the Company to cease operations. A copy of the Form 10-K is available at http://is.gd/G79XSX Houston, Texas-based The Mint Leasing, Inc., is in the business of leasing automobiles and fleet vehicles throughout the United States. MOMENTIVE SPECIALTY: Amends $134MM Sr. Notes Resale Prospectus -------------------------------------------------------------- A post-effective amendment to the Form S-1 registration statement was filed with the U.S. Securities and Exchange Commission by Hexion U.S. Finance Corp. and Hexion Nova Scotia Finance, ULC, each of which is a wholly-owned subsidiary of Momentive Specialty Chemicals Inc., as originally declared effective by the SEC on May 8, 2012, to (i) include the information contained in MSC's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2012, that was filed with the SEC on April 1, 2013, and (ii) update certain other information in the Registration Statement. The prospectus covers resales by a selling security holder of $134,016,000 of 9.00% Second-Priority Senior Secured Notes due 2020 issued by Hexion U.S. Finance Corp. and Hexion Nova Scotia Finance, ULC, each of which are wholly-owned subsidiaries of Momentive Specialty Chemicals Inc., on Nov. 5, 2010. A copy of the Amended Prospectus is available for free at: http://is.gd/mFEZk2 About Momentive Specialty Momentive Specialty Chemicals, Inc., headquartered in Columbus, Ohio, is a leading producer of thermoset resins (epoxy, formaldehyde and acrylic). The company is also a supplier of specialty resins for inks and specialty coatings sold to a diverse customer base as well as a producer of commodities such as formaldehyde, bisphenol A, epichlorohydrin, versatic acid and related derivatives. Momentive Specialty reported net income of $118 million on $5.20 billion of net sales in 2011, compared with net income of $214 million on $4.59 billion of net sales in 2010. The Company's balance sheet at Sept. 30, 2012, showed $3.44 billion in total assets, $4.60 billion in total liabilities and a $1.16 billion total deficit. * * * Momentive Specialty carries a 'B-' issuer credit rating from Standard & Poor's Ratings Services. It has 'B3' corporate family and probability of default ratings from Moody's Investors Service. As reported in the Oct. 27, 2010 edition of TCR, Moody's Investors Service assigned a 'Caa1' rating to the guaranteed senior secured second lien notes due 2020 of Momentive Specialty (formerly known as Hexion Specialty Chemicals Inc.). Proceeds from the notes were allocated for the repayment of $533 million of guaranteed senior secured second lien notes due 2014. "With this refinancing Hexion will have refinanced or extended the maturities on the vast majority of the debt that was originally slated to mature prior to 2015. There is less than $600 million of this debt remaining, which should be much easier to for the company to refinance as its credit metrics improve further," stated John Rogers, Senior Vice President at Moody's. MOMENTIVE PERFORMANCE: Amends $525.6MM Notes Resale Prospectus -------------------------------------------------------------- Momentive Performance Materials Inc. filed a post-effective amendment no.1 to the Form S-1 registration statement as originally declared effective by the Securities and Exchange Commission on May 7, 2012, to (i) include the information contained in the Company's Annual Report on Form 10-K for the fiscal year ended Dec. 31, 2012, that was filed with the SEC on April 1, 2013, and (ii) update certain other information in the Registration Statement. The prospectus relates to the resales by holders of $525,687,000 9.0% Second-Priority Springing Lien Notes due 2021 issued by Momentive Performance Materials Inc. on Nov. 5, 2010. A copy of the Amended Prospectus is available for free at: http://is.gd/OZuR4p About Momentive Performance Momentive Performance Materials, Inc., is a producer of silicones and silicone derivatives, and is engaged in the development and manufacture of products derived from quartz and specialty ceramics. As of Dec. 31, 2008, the Company had 25 production sites located worldwide, which allows it to produce the majority of its products locally in the Americas, Europe and Asia. Momentive's customers include companies in industries, such as Procter & Gamble, 3M, Goodyear, Unilever, Saint Gobain, Motorola, L'Oreal, BASF, The Home Depot and Lowe's. Momentive Performance disclosed a net loss of $365 million on $2.35 billion of net sales for the year ended Dec. 31, 2012, as compared with a net loss of $140 million on $2.63 billion of net sales in 2011. The Company's balance sheet at Dec. 31, 2012, showed $2.90 billion in total assets, $4.05 billion in total liabilities, and a $1.14 billion total deficit. * * * As reported by the TCR on May 14, 2012, Moody's Investors Service lowered Momentive Performance Materials Inc.'s Corporate Family Rating (CFR) and Probability of Default Rating (PDR) to Caa1 from B3. The action follows the company's weak first quarter results and expectations for a slower than expected recovery in volumes in 2012. In the Aug. 15, 2012, edition of the TCR, Standard & Poor's Ratings Services lowered all of its ratings on MPM by two notches, including the corporate credit rating to 'CCC' from 'B-'. The outlook is negative. "The likelihood that earnings and cash flow will remain very weak for the next several quarters prompted the downgrade," explained credit analyst Cynthia Werneth. "In our view, leverage is unsustainably high, with total adjusted debt to EBITDA above 15x as of June 30, 2012." MOORE FREIGHT: Has Until April 26 to File Chapter 11 Plan --------------------------------------------------------- The Hon. Keith M. Lundin of the U.S. Bankruptcy Court for the Middle District of Tennessee extended Moore Freight Service, Inc., et. al.'s exclusive periods to file a proposed Chapter 11 Plan until April 26, 2013, and to solicit acceptances for that Plan until June 25, respectively. As reported in the Troubled Company Reporter on Feb. 26, 2013, the Debtors said that since the Petition Date, they have been working diligently to resolve various issues related to the administration of the Chapter 11 cases and the formulation of a plan of reorganization. The Debtors have also been negotiating with the two largest customers regarding on-going business relationships, which will materially affect the Debtors' decisions regarding equipment needs and therefore the treatment of secured claims. More time is needed to allow the Debtors to renegotiate contracts with customers, while continuing negotiations with creditors in an effort to facilitate the prospects for a consensual plan. About Moore Freight Service and G.R.E.A.T. Logistics Moore Freight Service, Inc. and G.R.E.A.T. Logistics Inc. sought Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 12-08921 and 12-08923) in Nashville on Sept. 28, 2012. Moore Freight is a freight service company specializing in flat gas transportation. Founded in 2001, Moore is the largest commercial flat glass logistics firm in the U.S. It operates in the U.S., Canada and Mexico. GLI does not have any operations other than the limited, occasional freight brokerage services currently provided to Moore Freight. Bankruptcy Judge Keith M. Lundin oversees the cases. Attorneys at Harwell Howard Hyne Gabbert & Manner PC serve as counsel. LTC Advisory Services LLC serves as the Debtor's financial advisors. Moore Freight estimated assets and debts of $10 million to $50 million. CEO Dan R. Moore signed the petitions. Counsel for the Debtor's pre-bankruptcy and DIP lender, Marquette Transportation Finance, Inc., are Linda W. Knight, Esq., at Gullett, Sanford, Robinson & Martin, PLLC; and Thomas J. Lallier, Esq., at Foley & Mansfield PLLP. MUNICIPAL CORRECTIONS: Wants to Use Cash Collateral Until June -------------------------------------------------------------- Municipal Corrections, LLC, with the consent of the bond trustee UMB Bank, N.A., asks the U.S. Bankruptcy Court for the Northern District of Georgia to extend the cash collateral use until June 30, 2013. As reported by the Troubled Company Reporter on April 5, 2013, the Court previously approved a stipulation allowing the Debtor to continue using cash collateral until April 15, 2013. The Stipulation was entered into by and between the Debtor and UMB Bank, as successor Trustee with respect to the $49.5 million Irwin County, Georgia Participation Certificates, issued pursuant to that indenture, dated Aug. 1, 2007, between the Debtor and Bank of Oklahoma, N.A., Trustee. The Bond Trustee agrees to the funding, as a carve out, of additional retainer to Debtor's counsel Stone & Baxter, LLP, in the amount of $105,000. An additional carve out retainer will be funded in the amount of $9,693.11 to the Debtor's former local counsel, Schwartzer & McPherson Law Firm, who have withdrawn after the venue transfer in this case. In light of objections by Irwin County and Detention Management, LLC, the Bond Trustee agrees to defer the payment of the trustee fees until the objections can be consensually resolved or until further court approval. The Debtor shows that this extension will allow the maintenance of the ongoing operations of the Debtor's Detention Center and preserve the value of its estate. The Debtor says that the use of the cash collateral by the Debtor during the extension period is necessary for the Debtor to maintain the operation the Detention Center. The continued operation of the Detention Center is necessary to maintain the value of its Detention Center for the benefit of all parties. The Bond Trustee is represented by: Ezra H. Cohen, Esq. Carolyn P. Richter, Esq. TROUTMAN SANDERS LLP Bank of America Plaza 600 Peachtree Street, Suite 5200 Atlanta, Georgia 30308 Tel: (404) 885-3000 Fax: (404) 885-3900 E-mail: ezra.cohen@troutmansanders.com carolyn.richter@troutmansanders.com About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported in the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. MUNICIPAL CORRECTIONS: Hearing on Case Dismissal Set for May 9 -------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia will hold a hearing on May 9, 2013, at 10:00 a.m., on creditor Detention Management LLC's motion for the dismissal or the conversion of Municipal Corrections, LLC's Chapter 11 case to Chapter 7. Detention Management claims that since the order for relief was entered in this case on Aug. 15, 2012, the Debtor has made no progress in formulating or negotiating a plan of reorganization with its creditors; it has not obtained or identified any new sources of revenues with which to fund a plan or even its own operations; its cash position has deteriorated dramatically, and it has failed to meet its own budgets and projections. "Moreover, due to changes in government policies beyond the control of the Debtor, the competition for new detainees has become much more difficult. Simply put, this over-leveraged and cash strapped Debtor cannot reorganize and its assets should be sold as soon as possible to avoid further deterioration in value," Detention Management says. Detention Management alleges that bond trustee UMB Bank, N.A., has treated the Debtor as a source of cash to enrich itself and its professionals while further delaying a resolution of this case and delaying payments to other creditors. According to Detention Management, the Bond Trustee has paid itself and its professionals over $1.2 million from estate assets since September 2012 with no objective accomplishments to show for these expenditures. "Because of this misuse of the Debtor's cash, the Debtor is no longer in compliance with the terms of its lease with Irwin County, Georgia and its cash reserves are at dangerously low levels. It is clear that the Bond Trustee is deliberately delaying any progress in this Chapter 11 case and placing its own interests and the interests of its professionals above both the Debtor's contractual obligations and the continuing financial viability of the Debtor," Detention Management states. Detention Management is represented by: Henry F. Sewell, Jr., Esq. Matthew M. Weiss, Esq. MCKENNA LONG & ALDRIDGE LLP 303 Peachtree Street, Suite 5300 Atlanta, GA 30308 Tel: (404) 527-4000 Fax: (404) 527-4198 E-mail: hsewell@mckennalong.com mweiss@mckennalong.com About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported in the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. MUNICIPAL CORRECTIONS: Plan Filing Extension Hearing on May 9 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia will hold a hearing on May 9, 2013, at 10:00 a.m. on Municipal Corrections, LLC's request for extension of the exclusive periods. The Debtor asks the Court to extend the exclusive periods to file and solicit acceptances of a plan for an additional 76 days, through and including June 30, 2013, and Aug. 29, 2013, respectively. Representatives of the Debtor and bond trustee UMB Bank, N.A., have met and agreed to explore whether an alternative management company could increase the number of detainees at the Detention Center or otherwise enhance revenues, to allow for improved cash flow for debt service. With the Debtor's consent, the Bond Trustee has engaged a professional to assist in the preparation of a request for proposal to invite management companies to submit proposals for the management of the Detention Center, or in the alternative, for the purchase of the Detention Center. The Debtor and the Bond Trustee agree that the RFP is a key tool to assess options which could be used in connection with a plan of reorganization in this case. The Debtor believes that the RFP can be issued during the week of April 15, 2013. The Debtor and Bond Trustee further intend to seek responses to the RFP before the end of May 2013. The adversary proceeding initiated by Detention Management on Dec. 3, 2012, and later joined by the Debtor, to determine whether, and to what extent, the indenture trustee holds a perfected security interest in the Debtor's real property, remains pending. The amount of the ad valorem real property tax claims asserted by Irwin County has not been determined, and the Debtor's motion to determine these amounts remains pending. The Debtor further shows that the recalcitrance of Detention Management and Irwin County to negotiate with the Debtor and the Bond Trustee has impeded progress toward plan development in this case. The Debtor's attempts to negotiate with Detention Management and Irwin County have to date been met only with demands for the immediate sale of the Detention Center. The Debtor says that the resolution of the unresolved issues concerning the nature and extent of the Bond Trustee's secured claim, and the amount of the County's secured or priority tax claims asserted against the Debtor, will facilitate the assessment of the claims landscape in this case so that the Debtor can begin devising terms of repayment. About Municipal Corrections Hamlin Capital Management, LLC, Oppenheimer Rochester National Municipals, and UMB, N.A., as indenture trustee -- owed an aggregate $90 million on a bond debt -- filed an involuntary Chapter 11 petition for Municipal Corrections, LLC (Bankr. D. Nev. Case No. 12-12253) on Feb. 29, 2012. Jon T. Pearson, Esq., at Ballard Spahr LLP, in Las Vegas, Nevada, serves as counsel to the petitioners. In August, the bankruptcy judge ruled that the prison is properly in Chapter 11 to reorganize. Austin E. Carter, Esq., at Stone & Baxter LLP, in Macon, Ga.; and Lenard E. Schwartzer, Esq., at Schwartzer & McPherson Law Firm, in Las Vegas, Nev., represent the Debtor as counsel. The Debtor disclosed $656,378 in assets and $61,769,528 in liabilities as of the Chapter 11 filing. As reported in the TCR on Jan. 3, 2013, Bankruptcy Judge Thad J. Collins granted the request of creditor Irwin County to transfer the venue of the Debtor's Chapter 11 bankruptcy case to the U.S. Bankruptcy Court for the Northern District of Georgia. N-VIRO INTERNATIONAL: UHY LLP Raises Going Concern Doubt -------------------------------------------------------- N-Viro International Corporation, filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. UHY LLP, in Farmington Hills, Michigan, expressed substantial doubt about N-Viro's ability to continue as a going concern, citing the Company's recurring losses, negative cash flow from operations and net working capital deficiency. The Company reported a net loss of $1.6 million on $3.6 million of revenues in 2012, compared with a net loss of $1.6 million of $5.6 million of revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed $2.3 million in total assets, $2.4 million in total liabilities, and a stockholders' deficit of $49,286. A copy of the Form 10-K is available at http://is.gd/ZcdjRd Toledo, Ohio-based N-Viro International Corporation owns and sometimes licenses various N-Viro processes and patented technologies to treat and recycle wastewater and other bio-organic wastes, utilizing certain alkaline and mineral by-products produced by the cement, lime, electrical generation and other industries. NEW ENERGY: Gets NYSE MKT Form 10-K Delinquency Letter ------------------------------------------------------ New Energy Systems Group on April 22 disclosed that the Company has received a written notice from NYSE MKT LLC on April 17, 2013, indicating that the Company was not incompliance with the Exchange's continued listing criteria set forth in Section 134 and 1101 of the NYSE MKT LLC Company Guide due to the delay in filing the Company's Annual Report on Form 10-K for the year ended December 31, 2012. Sections 134 and 1101 of the Company Guide require the timely filing of such report with the Securities and Exchange Commission. The Staff of the Exchange cites the Company's failure to file its Annual Report within the extended due date has violated its listing agreement with the Exchange. In order to maintain its listing, the Company must submit a plan of compliance by May 1, 2013, addressing what action in details the Company has taken or will take to regain its compliance with Section 134 and 1101 of the Company Guide no later than July 16, 2013. If the Company does not submit a Plan, or the Plan is not accepted, the Company will be subject to delisting process. In addition, if the Plan is accepted, but the Company is not compliance with the continued listing standards of the Company Guide by July 16, 2013, or if the Company does not make progress consistent with the Plan during the Plan Period, the Exchange staff will initial delisting proceedings as appropriate. Because the Company notified the Exchange its intention to voluntarily withdraw its common stock from the Exchange on April 12, 2013, it does not intend to submit a plan of compliance. About New Energy Systems Group New Energy Systems Group (NYSE MKT:NEWN) -- http://www.newenergysystemsgroup.com-- is an original design manufacturer and distributor of lithium ion batteries and backup power systems for manufacturers of mobile phones, laptops, digital cameras, MP3s and a variety of other portable electronics. The Company's end-user consumer products are sold under the Anytone(R) and MeePower(R) brand in China and globally. NEW ENTERPRISE STONE: S&P Raises CCR to 'CCC'; Outlook Developing ----------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on New Enterprise, Pa.-based New Enterprise Stone & Lime Co. Inc. (NESL) to 'CCC' from 'CCC-'. The rating outlook is developing. At the same time, S&P raised its issue-level ratings on NESL's issue-level ratings by one notch in conjunction with the corporate credit rating change. Specifically, S&P raised its rating on the $265 million 13% senior secured notes due March 2018 to 'CCC' from 'CCC-' and raised its rating on the $250 million 11% senior unsecured notes due September 2018 to 'CC' from 'C'. S&P's recovery ratings on the credit facilities remain unchanged. All ratings were removed from CreditWatch, where S&P placed them with negative implications on June 8, 2012. "Our upgrade of NESL to 'CCC' from 'CCC-' reflects our assessment that since the company has recently cured all delinquent financial statement reporting requirements, the likelihood of a default within the next six months is, in our view, significantly diminished," said Standard & Poor's credit analyst Thomas Nadramia. However, S&P's assessment of NESL's financial risk remains "highly leveraged" with debt/EBITDA of more than 15x, large debt balances, and a high interest burden. The company has also recently posted deteriorating operating results for the quarter ended Nov. 30, 2012, resulting in cash interest coverage of less than 1 to 1. S&P's ratings also reflect its view of NESL's business risk as "vulnerable", given its reliance on highway and infrastructure spending in Pennsylvania, low profit margins, exposure to intense competition, and history of deficient internal controls and delinquent financial reporting. The developing outlook reflects S&P's view that it could downgrade the company if NESL fails to improve operating profitability or if there are renewed difficulties in meeting financial agreements. A downgrade could also occur if NESL's liquidity were to become further constrained, due either to a further drop in earnings, reduced borrowing-base availability under the revolving credit facility, or a covenant violation under its debt agreements. S&P's developing outlook also takes into account the potential for an upgrade if NESL is successful in resolving weaknesses in its internal financial controls, files future financial statements in a timely manner, improves profitability and liquidity (to 'adequate' as defined by S&P's criteria), and is able to benefit from the large proposed increase in state funding for transportation initiatives currently under consideration in Pennsylvania. NESL is a privately held company that sells construction materials including aggregates, concrete, and concrete products; engages in highway construction and paving; and provides traffic safety services and equipment. Its operations are concentrated in Pennsylvania and western New York. NMH ENTERPRISES: Voluntary Chapter 11 Case Summary -------------------------------------------------- Debtor: NMH Enterprises, LLC 1445 Mayhurst Boulevard McLean, VA 22102 Bankruptcy Case No.: 13-11813 Chapter 11 Petition Date: April 21, 2013 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Debtor's Counsel: John T. Donelan, Esq. LAW OFFICE OF JOHN T. DONELAN 125 S. Royal Street Alexandria, VA 22314 Tel: (703) 684-7555 E-mail: donelanlaw@gmail.com Scheduled Assets: $2,592,808 Scheduled Liabilities: $2,441,490 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Nabil Hafez, managing member. NORTEL NETWORKS: European Units Appeal Venue Decision ----------------------------------------------------- Lance Duroni of BankruptcyLaw360 reported that Nortel Networks Corp.'s European units on Wednesday appealed a Delaware bankruptcy judge's decision to forego arbitration and, instead, hold a cross- border trial in conjunction with a Canadian court to decide how to split $7.3 billion in cash between the company's far-flung affiliates. According to the report, the appeal -- lodged in Delaware district court -- challenges U.S. Bankruptcy Judge Kevin Gross's March opinion, according to a notice filed with the court. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did business in more than 150 countries around the world. Nortel Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serves as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The United States Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. Fred S. Hodara, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, and Christopher M. Samis, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware, represent the Official Committee of Unsecured Creditors. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. OCD LLC: Section 341(a) Meeting Adjourned to May 1 -------------------------------------------------- The meeting of creditors in the bankruptcy case of OCD, LLC, has been adjourned to May 1, 2013, at 2:00 p.m. As reported by the Troubled Company Reporter on March 20, 2013, the meeting of creditors was previously scheduled for April 4, 2013, at 1:30 p.m. at Room 243A, White Plains. OCD, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-22416) on March 12, 2013. Charles E. Dewey, Jr., signed the petition as managing member. On the Petition Date, the Debtor estimated assets and debts of at least $10 million. Reich Reich & Reich, P.C., serves as the Debtor's counsel. OCD LLC: Files Schedules of Assets & Liabilities ------------------------------------------------ OCD, LLC, filed with the U.S. Bankruptcy Court for the Southern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ------ ----------- A. Real Property $22,000,000 B. Personal Property $6,014,340 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $16,552,000 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $469,500 -------------- -------------- TOTAL $28,014,340 $17,021,500 A copy of the Schedules is available for free at: http://bankrupt.com/misc/OCD_LLC_sal.pdf OCD, LLC, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-22416) on March 12, 2013. Charles E. Dewey, Jr., signed the petition as managing member. Reich Reich & Reich, P.C., serves as the Debtor's counsel. ORBITAL SCIENCES: Moody's Says Antares Success is Credit Positive ----------------------------------------------------------------- Moody's Investors Service said that Orbital Sciences Corporation's successful launch of the Antares rocket to low earth orbit yesterday afternoon was credit positive. The development represents a significant step toward successful execution under Orbital's fixed price, Cargo Resupply Services (CRS) contract with NASA. Because of yesterday's launch success, NASA is now more likely to release milestone and other CRS project payments that will help the credit. The ratings remain unchanged (CFR Ba1/negative) On January 28, 2013, Moody's assigned the $150 million first lien term loan due 2017 of Orbital Sciences Corporation a Ba1 rating. The Ba1 Corporate Family Rating and SGL-2 Speculative Grade Liquidity Rating was affirmed. Concurrently, the $300 million first lien revolver due 2017 rating was revised to Ba1 from Baa3. Probability of Default rating was revised to Ba2-PD from Ba1-PD. The rating outlook remained negative. Orbital Sciences Corporation, headquartered in Dulles, Virginia, manufactures small/medium space and missile systems for commercial, civil government and military customers. Revenues in 2012 were $1.4 billion. OVERSEAS SHIPHOLDING: Stock Drops When Execs Permitted to Sell -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the stock of Overseas Shipholding Group Inc. rose from about $1 to a high of $4.51 on April 11, to sell off 14.1 percent on April 18, the day when the bankrupt ship owner allowed senior executives to sell stock. The report relates that New York-based OSG had a policy requiring executives to own stock worth one to three times a year's salary. The stock traded down to 55 cents the day after bankruptcy on Nov. 14. The stock stayed around $1 until March 1, when it began to rise until the post-bankruptcy high of $4.51 on April 11. The report notes that the company policy requiring stock ownership coupled with the low stock price could have precluded some executives from selling stock and taking advantage of the rising price. On April 18 OSG disclosed in a regulatory filing that it was waiving the stock-ownership requirement. The stock sank 14.1 percent that day, to close at $3.65 in over-the-counter trading. For an executive with non-public knowledge of OSG's cash balance, the company waived the ownership requirement by allowing sales within a five-day window after the filing of a monthly operating report in bankruptcy court. OSG had filed an operating report on April 15. The stock was unchanged April 22 at $3.68. OSG's $300 million in 8.125 percent senior unsecured notes due 2018 traded at 2:11 p.m. on April 22 for 82.4 cents on the dollar, according to Trace, the bond-price reporting system of the Financial Industry Regulatory Authority. The notes more than tripled in value since bankruptcy on Nov. 14. About Overseas Shipholding Overseas Shipholding Group, Inc., headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. Cleary Gottlieb Steen & Hamilton LLP serves as OSG's Chapter 11 counsel, while Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. PATRIOT COAL: Noteholders Respond to Objections to Trustee Motion ----------------------------------------------------------------- Aurelius Capital Management, LP, and Knighthead Capital Management, LLC, as creditors and parties in interest in Patriot Coal Corporation, et al.'s Chapter 11 cases, responded Friday to objections made by Patriot Coal and other entities to the proposal by noteholders for a Chapter 11 trustee to take over management of the Debtors. According to the Noteholders, the Debtors' objection to the Trustee Motion makes many assertions, "but like the dog that did not bark, the objection is most telling for what it does not say." The Noteholders aver that: * First, the Debtors do not deny that each of the 99 Debtors in these cases is a distinct legal entity that owes fiduciary duties to its own creditors. * Second, the Debtors do not deny that only a small fraction of the 99 Debtors have union-related liability, while the vast majority do not. Indeed, the only discrepancy between the Debtors and Noteholders on this point is that the Debtors believe there are only 10 Obligor Debtors, i.e., three fewer Obligor Debtors than the Noteholders contend. * Third and most important, the Debtors do not deny -- or at least do not seriously deny -- that the operative proposal underlying their motion under Sections 1113 and 1114 (the "Termination Motion") siphons assets from the Non-Obligor Debtors to pay union-related debts that the Non-Obligor Debtors do not owe, thereby severely injuring their creditors, including the Noteholders. The Noteholders said: "In short, the Debtors essentially concede every premise of our argument for why a disinterested trustee must be appointed to control the estates of the Non-Obligor Debtors: Because those Debtors, far from safeguarding the interests of their creditors as the law requires, are actively harming them. Indeed, the Debtors shockingly suggest that such diversion of value is appropriate." According to the Noteholders, the Debtors' contentions are meritless. "Most of the Debtors' objections are to arguments we do not make. For example, the Debtors insist that this case does not involve fraud, yet we do not claim it does. The Debtors clamor that the existence of interdebtor disputes is not itself cause for the appointment of a trustee, but we do not say it is." "While the Debtors battle these strawmen, they all but ignore the argument we do make: That the Non-Obligor Debtors have unquestionably breached the fiduciary duties they owe to their creditors, and that this harm requires the immediate appointment of a disinterested trustee who can discharge those duties faithfully. Indeed, the Debtors' only (and unavailing) response to this argument is nestled in the final four paragraphs of their objection," the Noteholders stated. A copy of the Noteholders' Reply is available at: http://bankrupt.com/misc/patriot.doc3739.pdf About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. PATRIOT COAL: E&Y Employment to Include Retirement Plan Audit Svs ----------------------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of Missouri approved Monday Patriot Coal Corporation's second supplemental application for authorization to expand the scope of employment and retention of Ernst & Young LLP to provide in addition to the previously authorized plan audit services, retirement plan audit services pursuant to the terms and conditions of the additional engagement letter dated as of March 18, 2013. As reported in the TCR on April 5, E&Y will provide these additional retirement plan audit services: * Auditing and reporting on the financial statements and supplemental schedules of the Patriot Coal Corporation 401(k) Retirement Plan for the year ended Dec. 31, 2012, which are to be included in the Plan's Form 5500 filing with the Employee Benefits Security Administration of the Department of Labor (the "Plan Audit Services"); and * Any special audit-related projects that are integral to and necessary for the performance of the Plan Audit Services, such as research and/or consultation on special Plan business or financial issues (i.e., plan amendments, plan suspensions, etc.) (the "Special Plan Audit-Related Services"). The Debtors have agreed to pay EY LLP a fixed fee of $25,000 for the Plan Audit Services. The fees for the Special Plan Audit-Related Services will be billed on an hourly basis. The hourly rates are: National Partner/Principal $600 Partner/Principal/Executive Director $525 Senior Manager $430 Manager $375 Senior $275 Staff $190 About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. PATRIOT COAL: Salaried Retirees Can Retain DEM and SCCA as Counsel ------------------------------------------------------------------ The U.S. Bankruptcy Court for the District of Eastern Missouri authorized Monday the official Salaried Retiree Committee of Patriot Coal Corporation and certain affiliates to retain the law firm of Desai Eggman Mason LLC ("DEM") as legal counsel for the Retirees Committee, nunc pro tunc to Jan. 4, 2013. As reported in the TCR on April 8, 2013, the initial scope DEM's services will be limited to addressing whether the salaried retiree benefits sought to be terminated by the Debtors are vested benefits. Specifically, DEM will, among others, provide these services: a. Counseling the Retiree Committee with respect to understanding the bankruptcy process, advising the Retiree Committee members with respect to their fiduciary duties; b. Assisting in Retiree Committee communications with the affected retiree constituency and maintenance of a website to provide information to same; c. Taking actions to obtain information and discovery with respect to the retiree benefits sought to be modified or terminated by the Debtors; and d. Investigation of all historical plan documents and presentation of plans to retirees. DEM will charge these hourly rates: Attorneys $325 - $175 Legal Assistants/Paralegals $105 Around the same time the Bankruptcy Court also approved the retention of Stahl Cowen Crowley Addis LLC as legal counsel for the Salaried Retiree Committee, nunc pro tunc to Jan. 4, 2013. As reported in the TCR on March 25, 2013, the law firm of Stahl Cowen Crowley Addis LLC ("SCCA") will, provide these services: a. counseling the Retiree Committee with respect to understanding the bankruptcy process, advising the Retiree Committee members with respect to their fiduciary duties; b. assisting in Retiree Committee communications with the affected retiree constituency and maintenance of a website to provide information to same; c. taking actions to obtain information and discovery with respect to the retiree benefits sought to be modified or terminated by the Debtors; and d. investigation of all historical plan documents and presentation of plans to retirees. In addition to the foregoing activities, if and to the extent that the scope of the Retiree committee is enlarged, SCCA will, among others, further engage in: a. investigation of the financial condition of the Debtors; b. review and consideration of necessary equitable considerations arising under Section 1114 of the Bankruptcy Code; c. analysis of any proposals made by the Debtors pursuant to Section 1114 of the Bankruptcy code and assistance in any counteroffers to such proposals; and d. Negotiation, discovery and/or litigation with respect to the rights and interests of the Retiree Committee in the event that a voluntary resolution is not reached, including but not limited to defense against any appeals of any Court order affecting retiree benefits and/or relating to Section 1114. The range of SCCA's hourly rates for its attorneys and legal assistants is: Partners $430-$560 Associates $255-$370 Legal Assistants/Paralegals $120-$200 About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP is serving as legal advisor, Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. Houlihan Lokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. PGA FLYOVER: Section 341(a) Meeting Scheduled for May 14 -------------------------------------------------------- A meeting of creditors in the bankruptcy case of PGA Flyover Corporate Park LLC will be held on May 14, 2013, at 2:00 p.m. at 1515 N Flagler Dr Room 870, West Palm Beach. Creditors have until Aug. 12 to submit their proofs of claim. PGA Flyover Corporate Park LLC filed a Chapter 11 petition (Bankr. S.D. Fla. Case No. 13-18701) in West Palm Beach, Florida, on April 17, 2013. Bradley S. Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., in Boca Raton, Florida, serves as counsel to the Debtor. The Debtor disclosed $10 million to $50 million in assets and liabilities. POWIN CORP: Anton & Chia Raises Going Concern Doubt --------------------------------------------------- Powin Corporation filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Anton & Chia, LLP, in Newport Beach, California, expressed substantial doubt about Powin Corporation's ability to continue as a going concern. The independent auditors noted that the Company had a loss [attributable to Powin Corporation] of $4.1 million in 2012 and $2.5 million in cash used in operations. The Company reported a net loss of $4.3 million on $42.3 million of sales in 2012, compared with a net loss of $4,385 on $46.1 million of sales in 2011. The net loss increased due primarily to lower sales and gross profits, high research and development expenses, a significant increase in bad debt expense and compensation expenses related to the re-pricing of the Company's A warrants. The Company's balance sheet at Dec. 31, 2012, showed $9.4 million in total assets, $4.9 million in total liabilities, and stockholders' equity of $4.5 million. A copy of the Form 10-K is available at http://is.gd/jUMMrG Tualatin, Oregon-based Powin Corporation has very strong relationships with eight plants located in The People's Republic of China and one in Taiwan and, coordinate all the manufacturing of over 4,000 products plus the coordination of all product shipments and delivery to its distribution channels. However, the Company does not own the manufacturing facilities in China or Taiwan; it only facilitates the manufacturing and distribution of the products for the Company's customers. Products include gun safes, outdoor cooking and cookware products, fitness and recreational equipment, truck parts, furniture products and cabinets, plastic products, rubber products, electrical parts and components and appliances. The Company also manufactures metal products in Tualatin, Oregon through its wholly owned subsidiary, Quality Bending and Fabrication Inc. PLAZA VILLAGE: No Committee of Unsecured Creditors Appointed ------------------------------------------------------------ Tiffany L. Carroll, Acting U.S. Trustee for Region 15, has informed the Hon. Louise DeCarl Adler that no committee of unsecured creditors in the Plaza Village Senior Living, LLC bankruptcy case has been sufficient. The U.S. Trustee said that sufficient indications of willingness to serve on the committee have not been received from eligible persons. Plaza Village Senior Living, LLC, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 13-02723) on March 19, 2013. Darryl Clubb signed the petition as managing member. The Debtor scheduled assets of $11,533,346 and scheduled liabilities of $15,751,246. Andrew H. Griffin, III, Esq., of Law Offices of Andrew H. Griffin, III, serves as the Debtor's counsel. On March 27, the bankruptcy case was transferred to the calendar of Bankruptcy Judge Peter W. Bowie for all further matters and hearings. PROMMIS HOLDINGS: Sec. 341 Meeting of Creditors Tomorrow -------------------------------------------------------- The U.S. Trustee for Region 3 will convene a meeting of creditors in the Chapter 11 cases of Prommis Holdings, LLC, et al., on April 25, 2013, at 9:30 a.m. The meeting will be held at the J. Caleb Boggs Federal Building, Room 2112, 844 King Street, Wilmington, Delaware. About Prommis Holdings Atlanta, Georgia-based Prommis Holdings, LLC, and its 10 affiliates delivered their petitions for voluntary bankruptcy under Chapter 11 of the Bankruptcy Code on March 18, 2013. Judge Brendan Linehan Shannon of the United States Bankruptcy Court District of Delaware presides over the case. The case is assigned Bankruptcy Case No. 13-10551. Steven K. Kortanek, Esq., at Womble Carlyle Sandridge & Rice, LLP, serves as the Debtors' counsel, while Kirkland & Ellis LLP serves as co-counsel. The Debtors' restructuring advisor is Huron Consulting Services, LLC. Donlin Recano & Company, Inc., is the Debtors' claims agent. The petition estimated the lead Debtors' assets to range between $10,000,001 and $50,000,000 and the lead Debtor's debts between $50,000,001 and $100,000,000. The petitions were signed by Charles T. Piper, chief executive officer. RACKWISE INC: Incurs $9.6-Mil. Net Loss in 2012 ----------------------------------------------- Rackwise, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. Marcum LLP, in New York, N.Y., expressed substantial doubt about Rackwise, Inc.'s ability to continue as a going concern. The independent auditors noted that at Dec. 31, 2012, the Company has not achieved a sufficient level of revenues to support its business and has suffered recurring losses from operations. The Company reported a net loss of $9.6 million on $3.3 million of revenues in 2012, compared with a net loss of $8.9 million on $2.0 million of revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed $1.0 million in total assets, $7.8 million in total liabilities, and a stockholders' deficit of $6.8 million. A copy of the Form 10-K is available at http://is.gd/SowGTG Rackwise, Inc., through its wholly-owned subsidiary, Visual Network Design, Inc., is a software development, sales and marketing company. The Company creates Microsoft applications for network infrastructure administrators that provide for the modeling, planning and documentation of data centers. The Company's executive offices are currently located in Folsom, California, and the Company has software development and data center in the Research Triangle Park in Raleigh, North Carolina. READER'S DIGEST: Committee Objects to Disclosure Statement ---------------------------------------------------------- The Official Committee of Unsecured Creditors of RDA Holding Co., et al., objects to the Proposed Disclosure Statement explaining the Amended Joint Plan of Reorganization of certain Debtors. David M. Posner, Esq., at Otterbourg Steindler Houston & Rosen P.C., representing the Committee, states the Debtors are now proposing a distribution to general unsecured creditors of a pro rata share of up to $500,000 -- an estimated recovery of "less than 0.1%" -- but the distribution depends on numerous factors that are inadequately explained or justified. Class 4 (General Unsecured Claims) is the only class of creditors that will be influenced by what is stated in the Disclosure Statement. Yet, the Disclosure Statement fails to adequately explain why general unsecured creditors are only entitled to $500,000. Instead, the Disclosure Statement provides vague and self-serving statements regarding the value of the Debtors' unencumbered foreign stock that cannot be reconciled with the actual facts and circumstances of these cases. Contrary to the Debtors' assertions, the Committee believes that the Bankruptcy Court has already approved a sale transaction that included unencumbered foreign stock producing distributable value to unsecured creditors well in excess of $500,000. The Committee believes that there is no way to justify the paltry distribution and, hence, simply providing disclosures will not fix the problem. The Committee requests that the Court deny approval of the Disclosure Statement and adjourn the hearing for approximately four weeks so that the Committee can complete additional diligence and work with the Debtors to prepare a confirmable plan and accompanying Disclosure Statement that provides adequate information to creditors. Mr. Posner notes that the Senior Noteholders are insistent upon speeding through and using the chapter 11 cases to convert their debt to equity as quickly as possible while leaving almost nothing behind for general unsecured creditors. The Committee does not intend to let the Senior Noteholders employ these strong-handed tactics and essentially steal the company. The Committee is actively forming its own view on valuation and expects that a proper valuation analysis will entitle general unsecured creditors to a significantly greater recovery. Preliminarily, the Committee believes that the total enterprise value of the Debtors is well in excess of the Debtors' asserted $245 million to $365 million. As a result, the Committee believes the asserted $245 million Senior Noteholder Deficiency Claim is materially overstated and there is significantly more than $500,000 from unencumbered assets that should be distributable to general unsecured creditors. According to Mr. Posner, the woefully inadequate GUC Distribution is far from the only significant problem with the Debtors' Plan and Disclosure Statement. Just as alarming as the less than 0.1% proposed recovery are the numerous prepetition transactions that the Committee is investigating and which may generate additional distributable value for general unsecured creditors from the proceeds of certain causes of action. The Committee believes that there may be actionable claims related to various financing and sale transactions that occurred after the Debtors' emergence from their prior bankruptcy. Indeed, had the Debtors taken a more conservative approach following their 2010 exit from chapter 11, it is possible that this bankruptcy filing may have been prevented. As a prime example, the Committee is investigating why the Debtors consummated a $43.3 million share repurchase in February 2011, which may have then led to a liquidity crisis. This appears to have required that the Debtors, in August 2011, saddle themselves with additional secured debt provided by existing equity holders (who may be insiders) that included mandatory repayment mechanisms and a $5 million early repayment penalty. To add insult to injury, a mere seven months later, upon the sale of one of the Debtors' best performing assets in the prior chapter 11 cases, the Debtors were required to repay the shareholder loan with the $5 million early repayment premium/penalty. Even if the Debtors' actions turn out to be nothing more than bad business judgments, Mr. Posner contends that they should be disclosed so that creditors have a complete picture of the circumstances leading to the chapter 11 cases. The Disclosure Statement does not provide adequate information with respect to these prepetition transactions and whether the Debtors intend to pursue retained causes of action. Instead, the Debtors are proposing a Plan with broad sweeping releases, including with respect to current and former directors and officers, some of which were replaced right after the share repurchase was completed in 2011. The proposed releases make the pursuit of causes of action for the benefit of general unsecured creditors difficult, if not impossible. In addition, the Restructuring Support Agreement entered into between the Debtors and certain Senior Noteholders expressly precludes the creation and funding of a litigation trust as a further road block to recoveries from causes of action. The Committee has also identified numerous other deficiencies in the Disclosure Statement that would render approval of the Disclosure Statement a waste of estate resources. These include, among others (a) inadequate information about the claims that share in the GUC Distribution and the way that the GUC distribution is allocated among Class 4 subclasses; (b) inadequate disclosures about employee bonus compensation; and (c) failure to timely provide creditors with critical information as part of the Plan Supplement. In addition to all of the deficiencies, Mr. Posner argues that the Disclosure Statement should not be approved because the Plan is unconfirmable on its face. The broad releases do not comport with the applicable legal standards and are especially inappropriate in light of the prepetition transactions that are subject to the Committee's investigation. Moreover, as another example of the unfettered control that the Senior Noteholders attempt to exert over these cases, the Plan contains an improper voting death trap for general unsecured creditors that also renders the plan unconfirmable. With all of the above taken together, the Committee believes the Disclosure Statement should not be approved and that the only logical conclusion is that the Plan has not been proposed in good faith and will fail to satisfy the appropriate confirmation standards. Given the glaring deficiencies of the Disclosure Statement and the current structure of the Plan, the Court should deny approval of the Disclosure Statement and adjourn the April 25 hearing for approximately four weeks. About Reader's Digest Reader's Digest is a global media and direct marketing company that educates, entertains and connects consumers around the world with products and services from trusted brands. For more than 90 years, the flagship brand and the world's most read magazine, Reader's Digest, has simplified and enriched consumers' lives by discovering and expertly selecting the most interesting ideas, stories, experiences and products in health, home, family, food, finance and humor. RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No. 13-22233) filed for Chapter 11 protection on Feb. 17, 2013, with an agreement with major stakeholders for a pre-negotiated chapter 11 restructuring. Under the plan, the Debtor will issue the new stock to holders of senior secured notes. RDA Holding Co. listed total assets of $1,118,400,000 and total liabilities of $1,184,500,000 as of the Petition Date. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Evercore Group LLC is the investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Reader's Digest, together with its 47 affiliates, first sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) Aug. 24, 2009 and exited bankruptcy Feb. 19, 2010. READER'S DIGEST: Wants to Hire Duff & Phelps as Valuation Advisor ----------------------------------------------------------------- RDA Holding Co. and its addiliates seek entry of an order to employ Duff & Phelps, LLC, as their valuation services provider in connection with (i) the estimation of a hypothetical liquidation analysis in connection with the Reorganization Plan and the Proposed Disclosure Statement, and (ii) fresh start asset valuation services, all in accordance with the terms and conditions set forth in the Engagement Letters, nunc pro tunc to the Petition Date. The Debtors will compensate Duff & Phelps in accordance with the terms and conditions of the Engagement Letters, which provide that Duff & Phelps will charge the Debtors for the Fresh Start Valuation Services on an hourly basis ranging from $90 to $145 for Administrative Staff to $715 to $950 for Managing Directors. Duff & Phelps has agreed to perform the Liquidation Valuation Services for a flat fee of $125,000 with any fees for any consultation or other related services to be performed for the Debtors subsequent to delivery of its final liquidation analysis to be charged at the previously stated hourly rates. In addition to the fees, the Debtors will reimburse Duff & Phelps for any direct expenses incurred in connection with Duff & Phelps's retention in these chapter 11 cases and the performance of the Services set forth in the Engagement Letters. To the best of the Debtors' knowledge, Duff & Phelps is a "disinterested person," as that phrase is defined in Bankruptcy Code Sec. 101(14), as modified by Sec. 1107(b), and does not hold or represent an interest adverse to the estates. About Reader's Digest Reader's Digest is a global media and direct marketing company that educates, entertains and connects consumers around the world with products and services from trusted brands. For more than 90 years, the flagship brand and the world's most read magazine, Reader's Digest, has simplified and enriched consumers' lives by discovering and expertly selecting the most interesting ideas, stories, experiences and products in health, home, family, food, finance and humor. RDA Holding Co. and 30 affiliates (Bankr. S.D.N.Y. Lead Case No. 13-22233) filed for Chapter 11 protection on Feb. 17, 2013, with an agreement with major stakeholders for a pre-negotiated chapter 11 restructuring. Under the plan, the Debtor will issue the new stock to holders of senior secured notes. RDA Holding Co. listed total assets of $1,118,400,000 and total liabilities of $1,184,500,000 as of the Petition Date. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Evercore Group LLC is the investment banker. Epiq Bankruptcy Solutions LLC is the claims and notice agent. Reader's Digest, together with its 47 affiliates, first sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 09-23529) Aug. 24, 2009 and exited bankruptcy Feb. 19, 2010. RENZO RENZI: Creditor Fails to Thwart Future Bankruptcy Filings --------------------------------------------------------------- Carolina Bolado of BankruptcyLaw360 reported that a Florida bankruptcy judge on Monday told a creditor holding an $18 million foreclosure judgment on a downtown Miami property to proceed with a sale, but refused to bar the developer who owned the parcel from filing another bankruptcy that could stall the sale. According to the report, U.S. Bankruptcy Judge Laurel M. Isicoff declined creditor Sharon Christenbury's request to prevent developer Renzo Renzi -- who the creditor described as a serial bankruptcy filer -- from putting a second of the three companies involved in the foreclosure into bankruptcy. REPUBLIC PLAZA: Voluntary Chapter 11 Case Summary ------------------------------------------------- Debtor: Republic Plaza, LLC 1445 Mayhurst Boulevard McLean, VA 22102 Bankruptcy Case No.: 13-11814 Chapter 11 Petition Date: April 21, 2013 Court: United States Bankruptcy Court Eastern District of Virginia (Alexandria) Debtor's Counsel: John T. Donelan, Esq. LAW OFFICE OF JOHN T. DONELAN 125 S. Royal Street Alexandria, VA 22314 Tel: (703) 684-7555 E-mail: donelanlaw@gmail.com Scheduled Assets: $2,258,446 Scheduled Liabilities: $1,950,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Nabil Hafez, managing member. RESIDENTIAL CAPITAL: 'Cautiously Optimistic' on Plan Deal --------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Residential Capital LLC, the mortgage-servicing subsidiary of non-bankrupt Ally Financial Inc., said in a court filing that there has been "significant progress" and "tremendous headway" toward agreement with creditors on a Chapter 11 plan. There is another mediation session this week where ResCap is "cautiously optimistic" about agreement on a plan. The statements were made in a request for a two-month expansion of the exclusive right to propose a plan. If granted at a May 7 hearing, the new deadline would become July 10. The official creditors' committee and ResCap's noteholders are both seeking court permission to sue parent Ally, according to the report. To defuse creditor objection, ResCap terminated a pre-bankruptcy agreement with Ally intended as the foundation for a Chapter 11 plan. ResCap is also giving creditors the right to sue Ally if there isn't agreement on a consensual plan by May, when an examiner will be issuing a report. About Residential Capital Residential Capital LLC, the unprofitable mortgage subsidiary of Ally Financial Inc., filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally Financial nor Ally Bank is included in the bankruptcy filings. ResCap, one of the country's largest mortgage originators and servicers, was sent to Chapter 11 with 50 subsidiaries amid "continuing industry challenges, rising litigation costs and claims, and regulatory uncertainty," according to a company statement. ResCap disclosed $15.68 billion in assets and $15.28 billion in liabilities as of March 31, 2012. Centerview Partners LLC and FTI Consulting are acting as financial advisers to ResCap. Morrison & Foerster LLP is acting as legal adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is the conflicts counsel. Rubenstein Associates, Inc., is the public relations consultants to the Company in the Chapter 11 case. Morrison Cohen LLP is advising ResCap's independent directors. Kurtzman Carson Consultants LLP is the claims and notice agent. Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves as counsel to Ally Financial. ResCap sold most of the businesses for a combined $4.5 billion. The Bankruptcy Court in November 2012 approved ResCap's sale of its mortgage servicing and origination platform assets to Ocwen Loan Servicing, LLC and Walter Investment Management Corporation for $3 billion; and its portfolio of roughly 50,000 whole loans to Berkshire Hathaway for $1.5 billion. Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding undertaken by affiliates of Residential Capital LLC and its affiliates (http://bankrupt.com/newsstand/or 215/945-7000). REVEL AC: Official Creditors' Committee Disbanded ------------------------------------------------- Roberta A. DeAngelis, the U.S. Trustee for Region 3, on April 16, 2013, appointed a statutory committee of unsecured creditors consisting of three creditors: Bower Lewis Thrower Architects Ltd., SHFL Entertainment, Inc., and National Union Company of Pittsburgh, PA. On April 16, 2013, BLTA resigned its position as a member of the Committee. Accordingly, the U. S. Trustee filed an Amended Appointment of Unsecured Creditors Committee notifying the Court that the members of the Creditors' Committee are National Union and SHFL Entertainment. Thereafter, on April 16, SHFL notified the U.S. Trustee that its account with the Debtors was brought current that day and that, as a result, SHFL was longer eligible to serve on the Committee. National Union is the lone remaining creditor on the Committee. The U.S. Trustee accordingly disbands the Committee effective as of April 19. Steven Church, writing for Bloomberg News, reported that Revel AC asked the judge to disband the committee, calling its potential oversight unnecessary. According to the Bloomberg report, Revel said the committee should be disbanded because it has only one member left after two others resigned and the casino expects a court to confirm its reorganization plan in about three weeks. "Confirmation is imminent, all creditors voting have accepted the plan, exit financing is arranged and the proposed OCUC consists of only a single member," Revel said in the filing, Bloomberg cited. Also, U.S. Bankruptcy Judge Judith H. Wizmur gave the company final approval for its plan to borrow as much as $250 million to help finance the bankruptcy case. About $42 million of the loan will involve new money Revel can use, while $208 million is existing debt, the report related. The loan and a series of routine requests approved by Wizmur last month will allow the company to "continue paying employee wages and benefits, taxes, insurance, and vendors in the ordinary course of business," the company said in a statement. About Revel AC Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. Revel AC Inc. along with four affiliates sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253) on March 25, 2013, in Camden, New Jersey, with a prepackaged plan that reduces debt by $1.25 billion. Revel's legal advisor in connection with the restructuring is Kirkland & Ellis LLP. Alvarez & Marsal serves as its restructuring advisor and Moelis & Company serves as its investment banker for the restructuring. Epiq Bankruptcy Solutions is the claims and notice agent. Already accepted by creditors, Revel's reorganization plan is designed to reduce debt for borrowed money by 82 percent, from $1.52 billion to $272 million. For a projected 19 percent recovery, holders of an $896 million secured term loan are to receive all the new equity. General unsecured creditors are to be paid in full. REVEL AC: Bankruptcy Professionals Hiring Approved -------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized Revel AC, Inc., et al., to employ: -- Dennis E. Stogdill as chief restructuring officer and Alvarez & Marsal North America, LLC, to provide additional personnel to assist the CRO; -- Kirkland & Ellis LLP as attorneys; -- Brown Rudnick LLP as special corporate counsel; -- Moelis & Company LLC as financial advisor; and -- Epiq Bankruptcy Solutions, LLC, as administrative advisor. About Revel AC Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. Revel AC Inc. along with four affiliates sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253) on March 25, 2013, in Camden, New Jersey, with a prepackaged plan that reduces debt by $1.25 billion. Revel's legal advisor in connection with the restructuring is Kirkland & Ellis LLP. Alvarez & Marsal serves as its restructuring advisor and Moelis & Company serves as its investment banker for the restructuring. Epiq Bankruptcy Solutions is the claims and notice agent. Already accepted by creditors, Revel's reorganization plan is designed to reduce debt for borrowed money by 82 percent, from $1.52 billion to $272 million. For a projected 19 percent recovery, holders of an $896 million secured term loan are to receive all the new equity. General unsecured creditors are to be paid in full. REVEL AC: Seeks to Employ E&Y as Auditor and Tax Advisor -------------------------------------------------------- Revel AC, Inc., et al., seek authority from the U.S. Bankruptcy Court for the District of New Jersey to employ Ernst & Young LLP as auditor and tax advisor, nunc pro tunc to the Petition Date. The Debtors propose to compensate E&Y LLP as follows: * $350,000 for auditing and reporting on the consolidated financial statements for the year ending December 31, 2012 and reviewing Revel AC's unaudited interim financial information before the Company files its Form 10-Q; * $175,000 for auditing and reporting on the consolidated financial statements for the year ending December 31, 2013, and reviewing the Company's unaudited interim financial information before the Company files its Form 10-Q; and * $12,000 for auditing and reporting on the financial statements and supplemental schedule of the Revel 401k plan for the year ended December 31, 2012, which are to be included in the 401(k) plan's Form 5500 Form 5500 filing with the Employee Benefits Security Administration of the Department of Labor. The Debtors will compensate the firm for non-core audit services based on the following agreed hourly rates: Partner $500 Senior Manager $425 Manager $350 Senior $250 Staff $150 The Debtors also propose to compensate the firm for Tax Services based on the following ranges of agreed hourly rates, depending on the type of services and the classification of personnel providing those services: Partner, Principal, Executive Director $475-850 Senior Manager $350-575 Manager $275-450 Senior $225-350 Staff $160-225 Patrick T. Pruitt, a partner at EY LLP, assures the Court that his firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About Revel AC Revel AC, Inc. -- http://www.revelresorts.com/-- owns and operates Revel, a Las Vegas-style, beachfront entertainment resort and casino located on the Boardwalk in the south inlet of Atlantic City, New Jersey. Revel AC Inc. along with four affiliates sought bankruptcy protection (Bankr. D.N.J. Lead Case No. 13-16253) on March 25, 2013, in Camden, New Jersey, with a prepackaged plan that reduces debt by $1.25 billion. Revel's legal advisor in connection with the restructuring is Kirkland & Ellis LLP. Alvarez & Marsal serves as its restructuring advisor and Moelis & Company serves as its investment banker for the restructuring. Epiq Bankruptcy Solutions is the claims and notice agent. Already accepted by creditors, Revel's reorganization plan is designed to reduce debt for borrowed money by 82 percent, from $1.52 billion to $272 million. For a projected 19 percent recovery, holders of an $896 million secured term loan are to receive all the new equity. General unsecured creditors are to be paid in full. REVSTONE INDUSTRIES: Greenwood Plant to Be Auctioned May 23 ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Revstone Industries LLC will sell a subsidiary named Greenwood Forgings LLC at auction on May 23. Greenwood makes forgings for the auto industry but halted operations in March. According to the report, since no buyer is yet under contract, anyone wishing to be the so-called stalking-horse bidder must submit an offer by May 3. Being the stalking-horse confers protections not afforded anyone else. The minimum bid is $2 million. Except for those wishing to be the stalking horse, bids are due May 17. The auction on May 23 will be followed by a May 28 hearing for approval of sale. Although no offers so far were acceptable, Revstone said it had received bids from two liquidators and three going-concern purchasers. About Revstone Industries, Greenwood Forgings, & US Tool & Engineering Lexington, Kentucky-based Revstone Industries LLC, a maker of truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case No. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannon oversees the case. In its petition, Revstone estimated under $50 million in assets and debts. Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del. Case No. 12-13263) on Dec. 3, 2012. Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No. 13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No. 13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013. Judge Shannon also oversees the cases. A motion for joint administration of the cases has been filed. Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy counsel to Greenwood and US Tool. Greenwood estimated $1 million to $10 million in assets and $10 million to $50 million in debts. US Tool & Engineering estimated under $1 million in assets and $1 million to $10 million in debts. The petitions were signed by George S. Homeister, chairman. RG STEEL: Court Extends Plan Filing Exclusivity to July 25 ---------------------------------------------------------- Judge Kevin Carey extended RG Steel LLC's exclusive right to file a Chapter 11 plan to July 25, and to solicit votes from creditors to Sept. 23. About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owned Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012. Bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion. As of the bankruptcy filing, the Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent. Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. Kramer Levin Naftalis & Frankel LLP represents the Official Committee of Unsecured Creditors. Huron Consulting Services LLC serves as the Committee's financial advisor. The Debtor has sold off the principal plants. The sale of the Wheeling Corrugating division to Nucor Corp. brought in $7 million. That plant in Sparrows Point, Maryland, fetched the highest price, $72.5 million. CJ Betters Enterprises Inc. paid $16 million for the Ohio plant. RG STEEL: Wins Court Approval of CaremarkPCS Settlement ------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware approved the settlement of claims between CaremarkPCS Health L.P. and RG Steel. The claims stemmed from a 2008 services agreement signed by the companies in connection with RG Steel's pharmaceutical benefit plan for its employees. CaremarkPCS owes RG Steel $675,596 for the rebates earned by the steel maker, of which $400,700 was earned prior to its bankruptcy filing. Meanwhile, RG Steel owes $519,571 for CaremarkPCS' unpaid services, of which $515,096 is for pre-bankruptcy services. The settlement permits the companies to effect the setoff of their pre-bankruptcy claims. It also requires CaremarkPCS to pay $270,421 to settle RG Steel's claim for rebates earned after its bankruptcy filing. The agreement is available for free at http://is.gd/VC7qHE About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owned Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012. Bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion. As of the bankruptcy filing, the Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent. Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. Kramer Levin Naftalis & Frankel LLP represents the Official Committee of Unsecured Creditors. Huron Consulting Services LLC serves as the Committee's financial advisor. The Debtor has sold off the principal plants. The sale of the Wheeling Corrugating division to Nucor Corp. brought in $7 million. That plant in Sparrows Point, Maryland, fetched the highest price, $72.5 million. CJ Betters Enterprises Inc. paid $16 million for the Ohio plant. RG STEEL: Asks Court to Approve Agreement With AMG Resources ------------------------------------------------------------ RG Steel Sparrows Point LLC and RG Steel Warren LLC entered into an agreement, which permits AMG Resources Corp. to satisfy accounts receivable due to the steel makers in the amount of $421,000. The agreement is available without charge at http://is.gd/uuOhxg About RG Steel RG Steel LLC -- http://www.rg-steel.com/-- is the United States' fourth-largest flat-rolled steel producer with annual steelmaking capacity of 7.5 million tons. It was formed in March 2011 following the purchase of three steel facilities located in Sparrows Point, Maryland; Wheeling, West Virginia and Warren, Ohio, from entities related to Severstal US Holdings LLC. RG Steel also owns finishing facilities in Yorkville and Martins Ferry, Ohio. It also owned Wheeling Corrugating Company and has a 50% ownership in Mountain State Carbon and Ohio Coatings Company. RG Steel along with affiliates, including WP Steel Venture LLC, sought bankruptcy protection (Bankr. D. Del. Lead Case No. 12- 11661) on May 31, 2012. Bankruptcy was precipitated by liquidity shortfall and a dispute with Mountain State Carbon, LLC, and a Severstal affiliate, that restricted the shipment of coke used in the steel production process. The Debtors estimated assets and debts in excess of $1 billion. As of the bankruptcy filing, the Debtors owe (i) $440 million, including $16.9 million in outstanding letters of credit, to senior lenders led by Wells Fargo Capital Finance, LLC, as administrative agent, (ii) $218.7 million to junior lenders, led by Cerberus Business Finance, LLC, as agent, (iii) $130.5 million on account of a subordinated promissory note issued by majority owner The Renco Group, Inc., and (iv) $100 million on a secured promissory note issued by Severstal. Judge Kevin J. Carey presides over the case. The Debtors are represented in the case by Robert J. Dehney, Esq., and Erin R. Fay, Esq., at Morris, Nichols, Arsht & Tunnell LLP, and Matthew A. Feldman, Esq., Shaunna D. Jones, Esq., Weston T. Eguchi, Esq., at Willkie Farr & Gallagher LLP, represent the Debtors. Conway MacKenzie, Inc., serves as the Debtors' financial advisor and The Seaport Group serves as lead investment banker. Donald MacKenzie of Conway MacKenzie, Inc., as CRO. Kurtzman Carson Consultants LLC is the claims and notice agent. Wells Fargo Capital Finance LLC, as Administrative Agent, is represented by Jonathan N. Helfat, Esq., and Daniel F. Fiorillo, Esq., at Otterbourg, Steindler, Houston & Rosen, P.C.; and Laura Davis Jones, Esq., and Timothy P. Cairns, Esq., at Pachuiski Stang Ziehi & Jones LLP. Renco Group is represented by lawyers at Cadwalader, Wickersham & Taft LLP. Kramer Levin Naftalis & Frankel LLP represents the Official Committee of Unsecured Creditors. Huron Consulting Services LLC serves as the Committee's financial advisor. The Debtor has sold off the principal plants. The sale of the Wheeling Corrugating division to Nucor Corp. brought in $7 million. That plant in Sparrows Point, Maryland, fetched the highest price, $72.5 million. CJ Betters Enterprises Inc. paid $16 million for the Ohio plant. RITE AID: Jean Coutu Lowered Equity Stake to 11.7% at April 15 -------------------------------------------------------------- In an amended Schedule 13D filing with the U.S. Securities and Exchange Commission, The Jean Coutu Group (PJC) Inc., Jean Coutu and 3958230 Canada Inc. disclosed that, as of April 15, 2013, they beneficially owned 105,901,162 shares of common stock of Rite Aid Corporation representing 11.7% of the shares outstanding. Jean Coutu previously reported beneficial ownership of 178,401,162 common shares or a 19.85% equity stake as of April 17, 2012. A copy of the amended filing is available at http://is.gd/Y3LnSx About Rite Aid Corp. Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is one of the nation's leading drugstore chains with 4,626 stores in 31 states and the District of Columbia and fiscal 2012 annual revenues of $26.1 billion. Rite Aid reported a net loss of $368.57 million for the fiscal year ended March 3, 2012, a net loss of $555.42 million for the year ended Feb. 26, 2011, and a net loss of $506.67 million for the year ended Feb. 27, 2010. The Company's balance sheet at Dec. 1, 2012, showed $7.18 billion in total assets, $9.76 billion in total liabilities and a $2.57 billion total stockholders' deficit. * * * As reported by the TCR on March 1, 2013, Moody's Investors Service upgraded Rite Aid Corporation's Corporate Family Rating to B3 from Caa1 and Probability of Default Rating to B3-PD from Caa1-PD. At the same time, the Speculative Grade Liquidity rating was revised to SGL-2 from SGL-3. This rating action concludes the review for upgrade initiated on Feb. 4, 2013. Rite Aid carries a 'B-' corporate credit rating from Standard & Poor's Ratings Services. SABERHAGEN HOLDINGS: Voluntary Chapter 11 Case Summary ------------------------------------------------------ Debtor: Saberhagen Holdings Inc. fka Bower Company 1620 East McGraw Seattle, WA 98112 Bankruptcy Case No.: 13-13531 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court Western District of Washington (Seattle) Judge: Marc Barreca Debtor's Counsel: Diana K. Carey, Esq. KARR TUTTLE CAMPBELL 701 5th Ave Ste 3300 Seattle, WA 98104 Tel: (206) 224-8066 E-mail: dcarey@karrtuttle.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Janet Matson, president. SAN BERNARDINO, CA: Votes to Pay CalPERS, Not Bondholders --------------------------------------------------------- Tim Reid, writing for Reuters, reported that bankrupt California city San Bernardino passed a new budget on Monday night that will allow it to resume paying into the state pension fund on July 1 as it continues to renege on other debts including payments to bondholders. According to the Reuters report, the city council vote comes nearly a year after it halted contributions to the California Public Employees' Retirement System (Calpers), the United States' biggest pension fund. Reuters related that Patrick Morris, San Bernardino's mayor, has said the city's other debts "must be taken care of and must be attended to" -- but there was no debate about those dues by the council. There was no discussion either about the city's arrears to the pension fund, which tops $12 million, Reuters said. The decision to resume the $1.2 million, biweekly employer contributions to Calpers while continuing to defer pension bond debt will intensify the battle between the pension fund and Wall Street bondholders, according to Reuters. The case has been bogged down in disputes about the scope of documents the city must provide to its creditors. Unlike Stockton, another California city which a judge approved for bankruptcy on April 1, a decision on San Bernardino's eligibility for Chapter 9 protection still appears some way off. About San Bernardino, Calif. San Bernardino, California, filed an emergency petition for municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code (Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San Bernardino, a city of about 210,000 residents roughly 65 miles (104 km) east of Los Angeles, estimated assets and debts of more than $1 billion in the bare-bones bankruptcy petition. The city council voted on July 10, 2012, to file for bankruptcy. The move lets San Bernardino bypass state-required mediation with creditors and proceed directly to U.S. Bankruptcy Court. The city is represented that Paul R. Glassman, Esq., at Stradling Yocca Carlson & Rauth. San Bernardino joined two other California cities in bankruptcy: Stockton, an agricultural center of 292,000 east of San Francisco, and Mammoth Lakes, a mountain resort town of 8,200 south of Yosemite National Park. SCHOOL SPECIALTY: Hearing Delayed by Ch. 11 Plan Changes -------------------------------------------------------- Jamie Santo of BankruptcyLaw360 reported that bankrupt educational supply company School Specialty Inc. on Monday agreed to extend a hearing on its disclosure statement by two days after last-minute changes to its Chapter 11 plan brought opposition from parties claiming they had not had enough time to consider the deal. According to the report, School Specialty submitted an amended disclosure statement Friday and worked out additional changes to the plan with creditors over the weekend that are still being formalized, debtors' counsel Jeffrey D. Saferstein said Monday in Delaware bankruptcy court. About School Specialty Based in Greenville, Wisconsin, School Specialty is a supplier of educational products for kindergarten through 12th grade. Revenue in 2012 was $731.9 million through sales to 70% of the country's 130,000 schools. School Specialty and certain of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 (Bankr. D. Del. Lead Case No. 13-10125) on Jan. 28, 2013. The petition estimated assets of $494.5 million and debt of $394.6 million. The Debtors are represented by lawyers at Paul, Weiss, Rifkind, Wharton & Garrison LLP and Young, Conaway, Stargatt & Taylor, LLP. Alvarez & Marsal North America LLC is the restructuring advisor and Perella Weinberg Partners LP is the investment banker. Kurtzman Carson Consultants LLC is the claims and notice agent. The ABL Lenders are represented by lawyers at Goldberg Kohn and Richards, Layton and Finger, P.A. The Ad Hoc DIP Lenders led by U.S. Bank are represented by lawyers at Stroock & Stroock & Lavan LLP, and Duane Morris LLP. The lending consortium consists of some of the holders of School Specialty Inc.'s 3.75% Convertible Subordinated Notes Due 2026. The Official Committee of Unsecured Creditors appointed in the case is represented by lawyers at Brown Rudnick LLP and Venable LLP. Bayside is represented by Pepper Hamilton LLP and Akin Gump Strauss Hauer & Feld LLP. SEAWORLD PARKS: S&P Alters Outlook to Positive Following IPO ------------------------------------------------------------ Standard & Poor's Ratings Services revised its rating outlook on Orlando, Fla.-based SeaWorld Parks & Entertainment Inc. to positive from stable. At the same time, S&P affirmed its 'B+' corporate credit rating and all other ratings on SeaWorld. "The positive outlook revision reflects our belief that adjusted leverage could remain below 4.5x, which we believe is in line with a one-notch higher rating on SeaWorld," said Standard & Poor's credit analyst Ariel Silverberg. While adjusted leverage, pro forma for the reduction in debt with proceeds from the IPO, was 4.3x at Dec. 31, 2012 (the reduction in adjusted leverage from the IPO proceeds was about 0.4x), and S&P is currently forecasting modest EBITDA growth through 2014, a one- notch rating upgrade would necessitate SeaWorld reducing adjusted leverage to about 4x or below. This level of leverage would provide a half-turn of cushion against an underperformance of S&P's operating expectations. Further, affiliates of The Blackstone Group L.P. will continue to own the majority of SeaWorld's common stock (just under 70%), at least through the 180-day restricted period, and control SeaWorld's Board of Directors. Although Blackstone had an aggressive policy of debt-financed dividends prior to the IPO, the public offering provides an alternative exit plan for SeaWorld's controlling owner. In addition, the company has publicly stated it plans to maintain unadjusted leverage between 3x and 4x (S&P's operating lease adjustment adds about 0.2x to leverage). S&P would consider an upgrade once it begins to see Blackstone further execute its deleveraging plan for SeaWorld. On April 18, 2013, SeaWorld completed an IPO of its common stock, which generated $254 million of gross proceeds for the company. The company will use the proceeds to redeem $140 million of the company's $400 million 11% senior notes due 2016, repay $37 million of the company's tranche B term loan ($1.3 billion was outstanding at Dec. 31, 2012), pay a one-time termination fee of $47 million to an affiliate of Blackstone related to an advisory agreement, and pay for fees and expenses. The positive outlook reflects S&P's belief that adjusted leverage could remain below 4.5x, its threshold for SeaWorld at a one-notch higher rating level. S&P would consider raising the rating once it believes SeaWorld has built in at least a half turn of cushion with respect to S&P's leverage threshold, to withstand any underperformance in operations. S&P would also need to see Blackstone execute upon a deleveraging plan before raising the rating. S&P could consider revising the rating outlook to stable or lowering the ratings if operating performance is meaningfully weaker than it currently expects, resulting in adjusted leverage remaining above 4.5x over an extended period, or, if financial policy of the company's owners is more aggressive than S&P currently expects, driving leverage above its threshold on a sustained basis. SEVEN SEAS: Greed Drove CIBC to Back Failed $45MM Oil Well ---------------------------------------------------------- Jeremy Heallen of BankruptcyLaw360 reported that representatives of a trustee for a bankrupt oil and gas developer told a Texas federal judge Monday that company leaders and a unit of CIBC World Markets Corp. were motivated by greed when they conspired to invest $45 million in a well that was destined to fail. According to the report, counsel for Seven Seas Petroleum Inc. trustee Ben Floyd told U.S. District Judge Nancy Atlas that investment bankers with CWM Inc. "betray[ed] fundamental principles of fiduciary duty" by rubber-stamping a fairness opinion needed to secure an investment in the failed oil well. Seven Seas Petroleum Inc. was an oil and gas exploration company operating in Colombia, South America. Seven Seas filed for Chapter 11 protection (Bankr. S.D. Tex. Case No. 02-45206) on Jan. 14, 2003. The Official Committee of Unsecured Creditors retained McClain, Leppert & Maney, P.C. as counsel. Ben B. Floyd was named as Chapter 11 trustee. He was represented by Floyd, Isgur, Rios & Wahrlich, P.C., as his general bankruptcy counsel, and Andrews & Kurth LLP as his special counsel. The Debtor's Second Amended Plan of Reorganization was confirmed Aug. 4, 2003, and declared effective 10 days later. SHOTWELL LANDFILL: In Chapter 11; Creditors' Meeting May 20 ----------------------------------------------------------- Raleigh, North Carolina-based Shotwell Landfill, Inc., filed a bare-bones Chapter 11 petition (Bankr. E.D.N.C. Case No. 13-02590) in Wilson on April 19, 2013. The Debtor estimated $10 million to $50 million in assets and liabilities. There's a meeting of creditors slated for May 20, 2013, at 10:00 a.m. at Raleigh 341 Meeting Room. The last day to file a complaint is July 19. Creditors are required to submit proofs of claims by Aug. 19 while governmental entities are required to submit proofs of claims by Oct. 16. The May 20 meeting is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. SIERRA NEGRA: Hearing on Exclusivity Extension Set for May 22 ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Nevada will hold a hearing on May 22, 2013, at 2:00 p.m. on Sierra Negra Ranch, LLC's request for extension of the exclusive period for securing acceptance of the Debtor's plan of reorganization up to July 31, 2013. As reported by the Troubled Company Reporter on Feb. 26, 2013, the Debtor sought and obtained an additional 60-day extension until April 18, 2013, of the exclusive period for securing acceptance of its plan of reorganization. The Debtor sought the extension to permit it to proceed with solicitation of the Plan, following the conclusion of the continued hearing on the disclosure statement. The Debtor filed the Plan on Nov. 19, 2012. Under the terms of the Plan, the Debtor proposes payment in full of its financial obligations to all estate creditors over a period of time to be paid from the revenue generated by the Debtor's farm leases combined with a potential sale of a portion of the Debtor's property, along with additional capital infusions form its investors. The Debtor anticipated sufficient time for noticing of a confirmation hearing to occur in early to late February to mid- March, which would have permitted Debtor to obtain acceptance of the Plan before April 18, 2013. The Debtor says that the further continuance of the pending matters to April 9, 2013, and then again to July 11, 2013, in addition to the Court's denial of the first disclosure statement motion and subsequent requirement of Debtor to file the amended disclosure statement, necessitates deferral of a hearing to confirm the Plan until August 2013. The Debtor says in a court filing dated April 17, 2013, that it intends to file its first amended disclosure statement to provide additional disclosures. The Debtor will file a motion requesting the approval of the amended disclosure statement, which will be set for hearing on July 11, 2013. About Sierra Negra Ranch Las Vegas, Nevada-based Sierra Negra Ranch, LLC, is a limited liability company organized in November 2004 to purchase an aggregate of approximately 2,757.5 acres of undeveloped land in the Tonopah area of incorporated Maricopa County, west of Phoenix, Arizona. It filed a bare-bones Chapter 11 petition (Bankr. D. Nev. Case No. 12-19649) in Las Vegas on Aug. 21, 2012. Candace C. Clark, Esq., and Gerald M. Gordon, Esq., at Gordon Silver, in Las Vegas, Nev., represent the Debtor as counsel. In its amended schedules, the Debtor disclosed $26,197,986 in total assets and $4,801,931 in total liabilities. The Debtor is "Single Asset Real Estate" as defined in 11 U.S.C. Sec 101(51B) and its asset is located in Maricopa County, Arizona. SINCLAIR BROADCAST: Unit Signs Employment Agreement with COO ------------------------------------------------------------ Chesapeake Television, Inc., Sinclair Broadcast Group, Inc.'s wholly-owned subsidiary, entered into an employment agreement with Steven J. Pruett, Chesapeake TV's Chief Operating Officer, effective April 1, 2013. The agreement does not have any specified termination date, and Chesapeake TV has the right to terminate the employment of Mr. Pruett at any time, with or without cause. Mr. Pruett will receive a base salary for 2013 of $650,000, prorated from the date of hire. The agreement also contains non-competition and confidentiality restrictions on Mr. Pruett. A copy of the Form 8-K is available for free at: http://is.gd/7DtlnD About Sinclair Broadcast Based in Baltimore, Maryland, Sinclair Broadcast Group, Inc. (Nasdaq: SBGI) -- http://www.sbgi.net/-- one of the largest and most diversified television broadcasting companies, currently owns and operates, programs or provides sales services to 58 television stations in 35 markets. The Company's television group reaches roughly 22% of U.S. television households and includes FOX, ABC, CBS, NBC, MNT, and CW affiliates. The Company's balance sheet at Dec. 31, 2012, showed $2.72 billion in total assets, $2.82 billion in total liabilities and a $100.05 million total deficit. "Any insolvency or bankruptcy proceeding relating to Cunningham, one of our LMA partners, would cause a default and potential acceleration under the Bank Credit Agreement and could, potentially, result in Cunningham's rejection of our seven LMAs with Cunningham, which would negatively affect our financial condition and results of operations," the Company said in its annual report for the period ended Dec. 31, 2012. * * * As reported by the TCR on Feb. 24, 2011, Standard & Poor's Ratings Services raised its corporate credit rating on Hunt Valley, Md.- based TV broadcaster Sinclair Broadcast Group Inc. to 'BB-' from 'B+'. The rating outlook is stable. "The 'BB-' rating on Sinclair reflects S&P's expectation that the company could keep its lease-adjusted debt to EBITDA below historical levels throughout the election cycle, absent a reversal of economic growth, meaningful debt-financed acquisitions, or significant shareholder-favoring measures," explained Standard & Poor's credit analyst Deborah Kinzer. In September 2010, Moody's raised its ratings for Sinclair Broadcast and subsidiary Sinclair Television Group, Inc., including the Corporate Family Rating and Probability-of-Default Rating, each to Ba3 from B1, and the ratings for individual debt instruments. Moody's also assigned a B2 (LGD 5, 87%) rating to the proposed $250 million issuance of Senior Unsecured Notes due 2018 by STG. The Speculative Grade Liquidity Rating remains unchanged at SGL-2. The rating outlook is now stable. SOURCE COMMUNICATIONS: Voluntary Chapter 11 Case Summary -------------------------------------------------------- Debtor: Source Communications, LLC 307 W. 7th St., Ste. 1600 Fort Worth, TX 76107 Bankruptcy Case No.: 13-41748 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court Northern District of Texas (Ft. Worth) Judge: D. Michael Lynn Debtor's Counsel: St. Clair Newbern, III, Esq. LAW OFFICES OF ST.CLAIR NEWBERN III, P.C 1701 River Run, Suite 1000 Fort Worth, TX 76107 Tel: (817) 870-2647 E-mail: filing@newbernlawoffice.com Estimated Assets: $500,001 to $1,000,000 Estimated Debts: $1,000,001 to $10,000,000 The Debtor did not file a list of its largest unsecured creditors together with its petition. The petition was signed by Scott Birdwell, manager-member. STAFFORD RHODES: Plan Confirmation Hearing Adjourned to May 8 ------------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Georgia has adjourned for a second time the hearing to consider the confirmation of Debtor Stafford Rhodes, LLC's Chapter 11 Plan to May 8, 2013, at 10:00 a.m. As reported in the TCR on Jan. 24, 2013, Judge John T. Laney, III, approved the Disclosure Statement in support of the Debtor's Plan. The Plan provides for an equity infusion by one or more of the Debtors' Members. If the Plan is confirmed by the Court, the contributing Members will contribute at least $1.5 million in new capital to the Reorganized Debtor in order to facilitate the Effective Date Payment and otherwise satisfy the Debtors' obligations under the Plan. The Plan provides for the substantive consolidation (merger) of the Debtors into the Reorganized Debtor, with all assets of the Debtors vesting in the Reorganized Debtor on the Effective Date. Following the Effective Date, the Reorganized Debtor will continue to operate the Debtors' assets as going concerns. The Reorganized Debtor will be responsible for making distributions under and in accordance with the provisions of the Plan. The Reorganized Debtor will have standing and the authority to resolve any Disputed Claims, and continue and pursue any litigation, including the Causes of Action, following confirmation of the Plan. Subsequent to the Effective Date, the Reorganized Debtor will have the right and authority to settle or compromise such actions, subject to Court approval. The Reorganized Debtor will use the Effective Date Fund to make any Cash payments that are contemplated under Sections 5 and 6 of the Plan. The Reorganized Debtor will use any remaining portions of the Effective Date Fund, which are not utilized to make the Cash payments required under the Plan, to maximize the Reorganized Debtor's business operations. A full-text copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/STAFFORD_RHODES_ds.pdf About Stafford Rhodes Stafford Rhodes, LLC, owns 27.41 acres of land located in Bluffton, Beaufort County, South Carolina. The land is improved by a 95,233 square foot retail shopping center that has 16 tenants, including Best Buy Stores, Petco, and Dollar Tree. Affiliate Beaufort Crossing, LLC, owns 10 acres of land, improved by an unanchored 19,600 square foot shopping center, the Crossings of Beaufort, in Beaufort County. Stafford Vista, LLC, owns 5.69 acres of land located in Decatur, DeKalb County, Georgia, which is improved by a 45,450 square foot shopping center identified as the Vista Grove Plaza. Stafford Wesley, LLC, has 2.34 acres of land in Decatur, improved by a 30,683 square foot shopping center identified as the Wesley Chappel Retail Shopping Center. Stafford Rhodes and its three affiliates sought Chapter 11 protection (Bankr. M.D. Ga. Lead Case No. 12-70859) on June 29, 2012. Judge John T. Laney, III, presides over the Debtors' cases. Attorneys at Arnall Golden Gregory LLP, in Atlanta, represent the Debtors as counsel. In its petition, Stafford Rhodes estimated assets and debts of between $10 million and $50 million. The petitions were signed by Frank J. Jones, Jr., VP, Treasurer and CFO of Debtor's sole member. START SCIENTIFIC: Morrill & Associates Raises Going Concern Doubt ----------------------------------------------------------------- Start Scientific, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012 Morrill & Associates, in Clinton, Utah, expressed substantial doubt about Start Scientific's ability to continue as a going concern, citing the Company's negative working capital, negative cash flows from operations, and recurring operating losses. The Company reported a net loss of $5.4 million on $nil revenue in 2012, compared with a net loss of $69,210 on $30,096 of revenues in 2011. Salaries and consulting expenses for the year ended Dec. 31, 2012, were $5.1 million compared to $2,298 during the year ended Dec. 31, 2011. The increase is mainly the result of stock based compensation during 2012 in the amount of $4.7 million. The Company's balance sheet at Dec. 31, 2012, showed $25.2 million in total assets, $1.1 million in total current liabilities, and stockholders' equity of $24.1 million. A copy of the Form 10-K is available at http://is.gd/JutHQk San Antonio, Texas-based Start Scientific, Inc., due to the Company's recent acquisition of oil and gas interests, will engage in the exploration, development, drilling, and production of various oil and gas properties. On May 16, 2012, the Company entered into an agreement to acquire all of the outstanding shares of Carpathian Energy SRL from Standard Energy Holdings, LLC, in exchange for 90 million shares of common stock of the Company. The common stock was delivered by the Company to Standard Energy Holdings, LLC, on Dec. 5, 2012. Carpathian is a Romanian limited liability company engaged in oil & gas exploration and development. Pursuant to the terms of the agreement, amendments, and letters of understanding, the Company must deliver $5,000,000 to satisfy the agreement to be used to develop the oil & gas concessions held by Carpathian. Also, the ownership units of Carpathian have not yet been transferred. Both of these conditions to the agreement have not yet been met. The agreement is in default and is subject to an unwind provision that may be asserted by the Company or Carpathian. Therefore the Company has a prepaid asset in the amount of $22,645,000 which consists of the market value of the 90,000,000 shares of its stock on the date of issuance ($22,500,000) and cash payments of $145,000 toward the development of the oil & gas assets. STEREOTAXIS INC: William Mills Named Interim CEO ------------------------------------------------ Stereotaxis, Inc., announced the resignation of Michael Kaminski as the President and Chief Executive Officer of the Company effective April 12, 2013, and from the Company's Board of Directors, also effective April 12, 2013. William C. Mills III will serve as the Company's interim Chief Executive Officer, and he will be assuming the duties of the principal executive officer of the Company, effective April 13, 2013. Mr. Kaminski entered into a consulting agreement with the Company. Pursuant to the Consulting Agreement, Mr. Kaminski has agreed to provide the Company with consulting and advisory services from time to time, as specifically requested by the Company and mutually agreed to by Mr. Kaminski. The Consulting Agreement will commence on April 13, 2013, and will terminate on Oct. 13, 2014, In consideration for the services provided by Mr. Kaminski under the Consulting Agreement, 40,000 of the 80,000 shares of Mr. Kaminski's equity grant as of Aug. 22, 2012, will continue to vest during the Term in accordance with the schedule set forth in the applicable grant documentation. A copy of the Consulting Agreement is available for free at: http://is.gd/b8CMuH Based on the recommendation of the Compensation Committee of the Board of Directors of the Company, the Board approved the following compensation for Mr. Mills in his role as interim Chief Executive Officer, effective as of April 13, 2013: (i) a monthly retainer of $35,000; (ii) a one-time transition bonus of $52,500 to be paid on April 15, 2013; (iii) a target bonus of $100,000 based on goals approved by the Compensation Committee to be paid on the earlier of Mr. Mills ceasing to serve as interim Chief Executive Officer or April 12, 2014; and (iv) a one-time grant of 80,000 restricted share units. Mr. Mills will not be eligible to receive the Chairman of the Board's $100,000 annual retainer during the period he receives the monthly retainer. About Stereotaxis Based in St. Louis, Mo., Stereotaxis, Inc., designs, manufactures and markets the Epoch Solution, which is an advanced remote robotic navigation system for use in a hospital's interventional surgical suite, or "interventional lab", that the Company believes revolutionizes the treatment of arrhythmias and coronary artery disease by enabling enhanced safety, efficiency and efficacy for catheter-based, or interventional, procedures. For the year ended Dec. 31, 2011, Ernst & Young LLP, in St. Louis, Missouri, expressed substantial doubt about Stereotaxis' ability to continue as a going concern. The independent auditors noted that the Company has incurred recurring operating losses and has a working capital deficiency. The Company incurred a net loss of $9.23 million in 2012, as compared with a net loss of $32.03 million in 2011. The Company's balance sheet at Dec. 31, 2012, showed $32.16 million in total assets, $50.95 million in total liabilities and a $18.79 million total stockholders' deficit. T-L CHEROKEE: Has Court Okay to Employ Crane Heyman as Attorneys ---------------------------------------------------------------- T-L Cherokee South LLC sought and obtained permission from the U.S. Bankruptcy Court to employ David K. Welch, Arthur G. Simon and Jeffrey C. Dan and the law firm of Crane, Heyman, Simon, Welch & Clar as attorneys effective as of the Petition Date. The Debtor selected Crane Heyman for the reason that they have considerable experience in matters of this nature and are well qualified to perform the services required by the Debtor. The entire fee arrangement between Crane Heyman and the Debtor is embodied in an engagement letter dated January 31, 2013. Prior to the filing of bankruptcy, Crane Heyman was paid $40,000 by the Debtor as an advanced payment retainer. About T-L Cherokee T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013. The Debtors are represented by David K. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtors own various shopping centers in Georgia and Kansas. T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated assets and debts of $10,000,001 to $50,000,000. T-L Cherokee owns and operates a commercial shopping center in Overland Park, Kansas known as "Cherokee South Shopping Center". The Debtors are entities managed by Westchester, Illinois-based Tri-Land Properties, Inc., which sought Chapter 11 protection (Case No. 12-22623) on July 11, 2012. T-L CHEROKEE: Hires Burke Warren Mackay as Special Counsel ---------------------------------------------------------- T-L Cherokee South LLC asks the U.S. Bankruptcy Court for permission to employ Burke Warren Mackay & Serritella PC as special counsel, effective as of Feb. 1, 2013. The firm will, among other things, provide these services: a. provide the Debtor with legal advice with respect to its rights and duties involving general corporate issues, lease issues, and land sale issues, property management issues, land issue and zoning issue, vendor and supplier transactions, financing, capitalization and banking issues, 401(k) profit sharing issues and employment issues; b. prepare necessary applications, motions, answers, orders, adversary proceedings, reports, and other legal papers regarding the matters on which it is engaged; and c. prepare in court and to litigate whenever necessary regarding the matters on which it is engaged. The Debtor paid the firm $30,000 as prepetition retainer. About T-L Cherokee T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013. The Debtors are represented by David K. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtors own various shopping centers in Georgia and Kansas. T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated assets and debts of $10,000,001 to $50,000,000. T-L Cherokee owns and operates a commercial shopping center in Overland Park, Kansas known as "Cherokee South Shopping Center". The Debtors are entities managed by Westchester, Illinois-based Tri-Land Properties, Inc., which sought Chapter 11 protection (Case No. 12-22623) on July 11, 2012. T-L CHEROKEE: Files Schedules of Assets and Liabilities ------------------------------------------------------- T-L Cherokee South, LLC filed with the Bankruptcy Court for the Northern District of Indiana its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property Undetermined B. Personal Property $206,372 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $16,302,969 E. Creditors Holding Unsecured Priority Claims $0 F. Creditors Holding Unsecured Non-priority Claims $1,458,168 ----------- ----------- TOTAL Undetermined $17,761,138 About T-L Cherokee T-L Conyers LLC, T-L Cherokee South, LLC, and two affiliates sought Chapter 11 protection in Hammond, Indiana, on Feb. 1, 2013. The Debtors are represented by David K. Welch, Esq., at Crane, Heyman, Simon, Welch & Clar, in Chicago. The Debtors own various shopping centers in Georgia and Kansas. T-L Cherokee South (Bankr. N.D. Ind. Case No. 13-20283) estimated assets and debts of $10,000,001 to $50,000,000. T-L Cherokee owns and operates a commercial shopping center in Overland Park, Kansas known as "Cherokee South Shopping Center". The Debtors are entities managed by Westchester, Illinois-based Tri-Land Properties, Inc., which sought Chapter 11 protection (Case No. 12-22623) on July 11, 2012. TALON INTERNATIONAL: Comvest Plans to Buy All Shares for $24.9MM ---------------------------------------------------------------- Robert O'Sullivan, partner of Comvest Capital, LLC, delivered a letter to the Independent Directors of the Board of Directors of Talon International, Inc., proposing for the merger of the Company into a new Delaware corporation to be formed by, and operated as a wholly owned subsidiary of Comvest. Pursuant to the Proposal, Comvest would enter into a definitive agreement to acquire all of the shares of the Company's Common Stock for a per share consideration of $0.03 in cash, which represents a transaction value of approximately $24.9 million. The Letter indicates that Comvest would structure a definite agreement to provide time to the Issuer to seek an alternative proposal from a third party buyer and that, in order to provide the most value to the Company's common shareholders, Comvest would consider supporting certain third-party proposals and may accept an inferior third- party proposal if it represents at least a $21.8 million transaction value. Under certain circumstances Comvest would consider reducing the amount due on its Series B Preferred Stock to help support a third party offer and shares such concession with the Company's common shareholders. Comvest believes that the Proposal will provide liquidity and maximize value for all the Company's shareholders. Comvest notes that the Company has incurred a net loss per share applicable to the Company's common shareholders for each of the past six years. For 2012 and 2011, while the Company has had net income of $679,000 and $729,000, respectively, that income was not sufficient to cover the accrued dividends on preferred stock, and the common shareholders have lost $0.12 and $0.10 per share for 2012 and 2011, respectively. A copy of the letter is available at http://is.gd/QU0PRF About Talon International Woodland Hills, Calif.-based Talon International, Inc. (OTC BB: TALN) -- http://www.talonzippers.com/-- is a global supplier of apparel fasteners, trim and interlining products to manufacturers of fashion apparel, specialty retailers, mass merchandisers, brand licensees and major retailers. Talon manufactures and distributes zippers and other fasteners under its Talon(R) brand, known as the original American zipper invented in 1893. Talon also designs, manufactures, engineers, and distributes apparel trim products and specialty waistbands under its trademark names, Talon, Tag-It and TekFit, to more than 60 apparel brands and manufacturers including Wal-Mart, Kohl's, J.C. Penney, Victoria's Secret, Tom Tailor, Abercrombie and Fitch, Polo Ralph Lauren, Phillips-Van Heusen, Reebok and Juicy Couture. Talon has offices and facilities in the United States, United Kingdom, Hong Kong, China, and Bangladesh. Talon International disclosed net income of $679,347 for the year ended Dec. 31, 2012, as compared with net income of $729,133 during the prior year. The Company's balance sheet at Dec. 31, 2012, showed $18.97 million in total assets, $11.02 million in total liabilities, $23.97 million in series B convertible preferred stock, and a $16.02 million total stockholders' deficit. TAYLOR BEAN: Marroquins Suit Goes to Florida Bankruptcy Court ------------------------------------------------------------- Bankruptcy Judge H. Christopher Mott in Austin, Texas, granted the request of Taylor Bean & Whitaker Mortgage Corp. to transfer the venue of the adversary proceeding filed against it by Sonia and Oscar Marroquin to the U.S. Bankruptcy Court for the Middle District of Florida, in Jacksonville, where Taylor Bean's bankruptcy case is pending. Judge Mott declined to rule on the Marroquins' request to remand the lawsuit to state court. Judge Mott said he'll leave that decision to the Florida Bankruptcy Court. The adversary proceeding is a removed Texas state court suit styled Sonia and Oscar Marroquin v. Taylor Bean & Whitaker Mortgage Corp. et.al., cause no. 40825. The Suit was originally filed in the 33rd Judicial District Court of Burnet County, Texas. In general, the Marroquins allege TBW made a loan to them to purchase a home in Burnet County, Texas, in 2007. The Marroquins allege they are victims of a mortgage fraud. They seek to quiet title to the Property, allege that that TBW's foreclosure on the Property was invalid because of TBW was in bankruptcy and did not have standing, and that TBW failed to comply with Texas law in foreclosing on the Property. The case before the Texas Bankruptcy Court is, SONIA and OSCAR MARROQUIN Plaintiffs v. TAYLOR BEAN & WHITAKER MORTGAGE CORP. et. al., Defendants, Adv. Proc. No. 13-1024 (Bankr. W.D. Tex.). A copy of Judge Mott's April 19, 2013 Memorandum Opinion is available at http://is.gd/p2eRenfrom Leagle.com. About Taylor Bean Taylor, Bean & Whitaker Mortgage Corp. grew from a small Ocala- based mortgage broker to become one of the largest mortgage bankers in the United States. In 2009, Taylor Bean was the country's third largest direct-endorsement lender of FHA-insured loans of the largest wholesale mortgage lenders and issuer of mortgage backed securities. It also managed a combined mortgage servicing portfolio of approximately $80 billion. The company employed more that 2,000 people in offices located throughout the United States. Taylor Bean sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 09-07047) on Aug. 24, 2009. Taylor Bean filed the Chapter 11 petition three weeks after federal investigators searched its offices. The day following the search, the Federal Housing Administration, Ginnie Mae and Freddie Mac prohibited the company from issuing new mortgages and terminated servicing rights. Taylor Bean estimated more than $1 billion in both assets and liabilities in its bankruptcy petition Lee Farkas, the former chairman, was sentenced in June to 30 years in federal prison after being convicted on 14 counts of conspiracy and bank, wire and securities fraud in what prosecutors said was a $3 billion scheme involving fake mortgage assets. Jeffrey W. Kelly, Esq., and J. David Dantzler, Jr., Esq., at Troutman Sanders LLP, in Atlanta, Ga., and Russel M. Blain, Esq., and Edward J. Peterson, III, Esq., at Stichter, Riedel, Blain & Prosser, PA, in Tampa, Fla., represent the Debtors. Paul Steven Singerman, Esq., and Arthur J. Spector, Esq., at Berger Singerman PA, in Miami, Fla., represent the Committee. BMC Group, Inc., serves as the claims and noticing agent. Unsecured creditors were expected to receive 3.3% to 4.4% under a Chapter 11 plan approved in July 2011. THQ INC: Liquidating Chapter 11 Plan Has Up to 51.9% ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that THQ Inc., which sold most of the business to five buyers in January to generate $72 million, filed a proposed liquidating Chapter 11 plan with as little as 19.9 percent or as much as 51.9 percent for unsecured creditors with $143 million to $184 million in claims. The explanatory disclosure statement filed along with the plan on April 19 explains that the main swing factor for recovery by unsecured creditors is the $107 million claim by European subsidiaries. THQ said the European affiliates are solvent and will end up with no claim in the U.S. If they aren't, the company contends the claims should be subordinated. The report notes that if the European claims aren't paid in the U.S. bankruptcy, the unsecured creditors' recovery will be 19.9 percent to 29.6 percent. If the European claims are knocked out, the distribution rises to 31.5 percent to 51.9 percent. THQ estimates having $58 million to $74 million available for distribution. About THQ Inc. THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- is a worldwide developer and publisher of interactive entertainment software. The Company develops its products for all popular game systems, personal computers, wireless devices and the Internet. Headquartered in Los Angeles County, California, THQ sells product through its network of offices located throughout North America and Europe. THQ Inc. and its affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Attorneys at Young Conaway Stargatt & Taylor, LLP and Gibson, Dunn & Crutcher LLP serve as counsel to the Debtors. FTI Consulting and Centerview Partners LLC are the financial advisors. Kurtzman Carson Consultants is the claims and notice agent. Before bankruptcy, Clearlake signed a contract to buy Agoura THQ for a price said to be worth $60 million. After a 22-hour auction with 10 bidders, the top offers brought a combined $72 million from several buyers who will split up the company. Judge Walrath approved the sales in January. Some of the assets didn't sell, including properties the company said could be worth about $29 million. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five persons to serve in the Official Committee of Unsecured Creditors. The Committee tapped Houlihan Lokey Capital as its financial advisor and investment banker, Landis Rath & Cobb as co-counsel and Andrews Kurth as counsel. TPF GENERATION: Moody's Rates $425MM Loan 'B2' & $30MM Loan 'B1' ---------------------------------------------------------------- Moody's has assigned a B2 rating to TPF Generation Holdings' $425 million senior secured term loan B due in November 2017 and a B1 rating to TPF Gen's $30 million senior secured working capital facility due in May 2017. The new facilities will refinance TPF Gen's current debt structure, which consists of a 1st lien cash- collateralized letter of credit facility, a 1st lien cash- collateralized synthetic letter of credit facility, and a 2nd lien term loan B. TPF Gen's rating outlook is stable. TPF Gen owns 1,380 MW of generating capacity with the largest plant being the High Desert Power Project (High Desert), an 830 megawatt (MW) combined-cycle natural gas-fired facility in Victorville, CA. The remaining portfolio includes the 300 MW Big Sandy peaker plant (Big Sandy) located in West Virginia and the 250 MW Wolf Hills Energy plant (Wolf Hills), also a peaker, located in Virginia. Ratings Rationale: The rating assignment of B2 for the senior secured term loan and B1 for the senior secured working capital facility largely factors in the expectation of a completed refinancing, but also reflects the same fundamental credit profile that exists today at TPF Gen with the project being exposed to substantial cash flow volatility as a merchant generator and concentration risk in one asset in California, both characteristics consistent with a "mid-B" rating. The B2 rating on the senior secured term loan reflects the portfolio's minimal level of contracted cash flow, along with the very high concentration in the High Desert plant, which is operating as a merchant plant given the expiration of High Desert's energy call option at the end of 2012. High Desert has negotiated bilateral resource adequacy (RA) contracts with load serving entities through the end of 2013, but such contracts are generally secured on a one year look-forward basis, leaving High Desert, and for that matter, TPF Gen, highly dependent upon merchant energy margins in California's SP-15 region. High Desert's prospects for earning healthy energy gross margins are supported by its efficient heat rate, flexible dispatch profile as a combined-cycle plant, and consistent historical operating performance with commercially proven equipment. Moreover, the SP- 15 market has seen both on-peak and off-peak prices rise by 30% between the start of the year through early April, in part due to the outage at the San Onofre Nuclear Generating Station plant, as well as the positive impact for certain generators from carbon prices under the California cap-and-trade mechanism since the start of the year. Notwithstanding these positive developments, which should help to buttress energy prices for a period of time, Moody's believes that several factors persist within the California energy market that will compress energy prices for merchant generators over the long run. For one, existing competitive generators in California may have difficulty securing long-term power purchase agreements from the state's regulated transmission and distribution companies under the current regulatory construct as such arrangements appear to give preferential treatment to build new resources in the state. These non-market based capacity additions could potentially put owners of existing competitive generation capacity at a disadvantage and dampen long-term energy prices. Also, the state's aggressive renewable standards along with a several decade long commitment to energy efficiency initiatives will continue to remain focus points for state policy makers causing further downward pressure on wholesale energy margins. Unlike ERCOT, the California economy, while showing signs of recovery, is not expected to offer the same degree of appreciable demand growth in the foreseeable future. Additionally, High Desert's capacity factors, which generally exceed 60% in most years, can decline appreciably in a year when a substantial amount of hydro electric capacity is available on the market. TPF Gen's other assets, Wolf Hills and Big Sandy, benefit from known reliability pricing model (RPM) capacity revenue through May 2016, providing a source of contracted cash payments. The next PJM RPM auction is scheduled for May 2013, and will cover the June 2016 -- May 2017 period. While Moody's believes that these assets will continue to receive incremental capacity payments beyond May 2017, the cash flow contribution from these assets is fairly modest relative to the expectations from High Desert. As peaking plants, Wolf Hills and Big Sandy have both seen their capacity factors drop to below 3% in each of the last four years, largely as a result of the merchant power market dynamics in PJM during that time. While PJM is anticipated to see further coal capacity retired in the coming years, which should support a higher market heat rate, additional combined cycle gas-fired capacity, tepid demand growth and energy efficiency programs could limit the scope for wider spark spreads. Moody's anticipates Wolf Hills and Big Sandy being able to contribute merchant energy gross margins that are similar to historical levels while operating at capacity factors of not more than 5% in most years. The predominantly merchant profile of the portfolio results in the financial metrics scoring in the 'Caa' to 'B' category under Moody's Power Generation Projects rating methodology using more conservative merchant energy gross margin and resource adequacy revenue assumptions than the base case. Under one such scenario reviewed by Moody's, TPF Gen's average 3-year debt service coverage ratio from 2014-16 measures close to 1.30 times with the 3-year funds from operations (FFO)-to-debt averaging below 5.0% during the same time period. An important mitigant to these potentially weak financial metrics and a consideration in the rating assignment is the existence of a $28 million liquidity reserve to be held on the balance sheet, which can be utilized by the project if operating cash flow is insufficient to fund operating and/or debt service needs in a given year. Management's base case contemplates utilizing a small portion of the liquidity reserve early in the life of the deal. It should be noted that the working capital facility is also available for operating shortfalls. The B1 rating on the working capital facility reflects structural features that would give any outstanding working capital facility draws a priority claim over the term loan during any bankruptcy reorganization or liquidation scenario. While interest payments will rank pari-passu with interest payments due under the secured term loan, the working capital facility will have a priority claim over the term loan in the event of a bankruptcy. Also, working capital facility draws are paid prior to mandatory debt amortization under the term loan in the account waterfall. For these reasons, Moody's has rated the secured working capital facility one notch higher than the secured term loan. TPF Gen will also have an unrated $70 million cash-collateralized letter of credit facility. The proposed financing addresses the near-term refinancing risk at TPF Gen, which had been a concern of Moody's, particularly with the expiration of the High Desert hedge. Although the refinancing extends the tenor of the debt for 4-4.5 years, this is a shorter term than Moody's has seen in recent refinancings of existing power generation related debt. The shorter-term loan tenor, therefore, still exposes TPF Gen to meaningful refinancing risk in management's base case and in more conservative cases reviewed by Moody's. That said, Moody's believes that the portfolio's asset value relative to the remaining debt is quite strong, particularly the value associated with High Desert, given the challenges and incremental costs in permitting new fossil-fired electric generation in California, the complimentary value that High Desert brings to a state heavily reliant upon renewable resources, and the prospects that a formal capacity market may develop in California. These factors should continue to support strong recovery prospects, particularly if there is any issue with the sponsor exiting the portfolio or with refinancing the existing debt as the maturity approaches. Aside from the priority position of the secured working capital facility, term loan lenders benefit from standard project finance features. Lenders also benefit from a 100% excess cash flow sweep of all excess funds greater than $10 million in the revenue account every June 30. The full amount of net asset sale proceeds must be applied to repay debt, though TPF Gen is limited to selling only a minority equity interest in High Desert, unless a majority of lenders provide a waiver. The proposed financing structure does not contemplate any financial covenants, which Moody's considers to present a weakness to the transaction. In addition to the $28 million liquidity reserve that will be held on the balance sheet and utilized if operating cash flow is insufficient to fund operating and/or debt service needs in a given year, lenders will also benefit from the existence of a cash-funded 6-month debt service reserve, resulting in liquidity being a positive rating consideration. The stable outlook reflects the anticipated completion of the refinancing, along with Moody's expectation of consistent operating portfolio asset performance, as well as an expectation for slowly improving merchant energy gross margins at High Desert over the near-to-medium term. The rating is currently well placed and has limited prospects for a rating upgrade in the near term. Over the longer term, faster debt repayment as a result of higher than anticipated operating cash flow or High Desert entering into a contract with an investment grade off-taker could have positive rating implications. The ratings or outlook could experience downward pressure if merchant energy gross margins deteriorate or if the portfolio assets begin to experience recurring operating issues that hamper performance. TPF Generation Holdings, LLC is an indirect subsidiary of Tenaska Power Fund, L.P. and is a special purpose entity formed to acquire and operate power generation facilities in the United States. TPF Gen currently owns 1,380 MW of generating capacity in CAISO and PJM. The largest plant is the 830 MW High Desert combined-cycle facility located in Victorville, CA. The remaining portfolio assets include the 300 MW Big Sandy peaking facility located in Kenova, WV and the 250 MW Wolf Hills peaking facility located in Bristol, VA. TRANSFIRST HOLDINGS: Loan Repricing No Impact on Moody's B3 CFR --------------------------------------------------------------- Moody's Investors Service said that TransFirst Holdings, Inc.'s plans to reprice its first lien credit facilities will not impact TransFirst's B3 Corporate Family Rating and the B1 and Caa2 ratings for its existing first and second lien credit facilities, respectively. The stable ratings outlook is unchanged. TransFirst plans to borrow approximately $5.5 million under its revolving credit facility to pay call premium and fees and expenses. Assuming all lenders consent to repricing, Moody's estimates annual interest savings of approximately $6 million to $7 million, which will pay off the transaction costs in less than a year's time. As such Moody's views the proposed transaction as positive for TransFirst's free cash flow and liquidity. New York-based TransFirst Holdings, Inc. is a merchant acquirer and provides payment processing services to small and medium size businesses in the U.S. TransFirst is owned by funds affiliated to private equity firm Welsh, Carson, Anderson & Stowe. TRAVELPORT HOLDINGS: Completes Comprehensive Refinancing Plan ------------------------------------------------------------- Travelport Limited and Travelport LLC, an indirect subsidiary of the Company, announced the consummation of the Company's comprehensive capital refinancing plan, including the successful completion of the previously announced refinancing transactions relating to the Company's existing senior notes, subordinated notes and second lien notes and new second lien secured credit agreement and Travelport Holdings Limited's unsecured payment-in- kind notes. "Our goals in undertaking this refinancing plan were to extend our 2014 debt maturities, eliminate the debt at Travelport Holdings Limited and to simplify the Company's capital structure. We are pleased to announce that we have met these aims in full," stated Gordon Wilson, president and CEO of Travelport Limited. "The successful execution of these transactions allows Travelport's management team to continue to focus on growing our business through the continued execution of the Company's strategy, which is gaining some real traction." The New Notes have not been registered under the Securities Act of 1933, as amended, or any state securities law and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The offers and sales of securities pursuant to the Restructuring Transactions were made only (i) in the United States, to "qualified institutional buyers" as defined in Rule 144A under the Securities Act and (ii) outside the United States, to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the Securities Act. Travelport completed a private offering of (i) approximately $185 million aggregate principal amount of the New Notes Issuers' Senior Floating Rate Notes due 2016, (ii) approximately $406 million aggregate principal amount of the New Notes Issuers' 13.875% Senior Fixed Rate Notes due 2016 and (iii) $25 million aggregate principal amount of the New Notes Issuers' 11.875% Senior Subordinated Fixed Rate Notes due 2016. Additional information can be obtained at http://is.gd/6rcaXq About Travelport Holdings Headquartered in Atlanta, Georgia, Travelport provides transaction processing services to the travel industry through its global distribution system business, which includes the group's airline information technology solutions business. During FYE2011, the group reported revenues and adjusted EBITDA of US$2 billion and US$507 million, respectively. Travelport Limited incurred a net loss of $236 million in 2012, as compared with net income of $172 million in 2011. The Company's balance sheet at Dec. 31, 2012, showed $3.15 billion in total assets, $4.36 billion in total liabilities and a $1.20 billion total deficit. * * * As reported by the TCR on Oct. 10, 2011, Standard & Poor's Ratings Services lowered its long-term corporate credit ratings on travel services provider Travelport Holdings Limited (Travelport Holdings) and indirect subsidiary Travelport LLC (Travelport) to 'SD' (selective default) from 'CC'. The downgrades follow the implementation of a capital restructuring, which was necessary because of the Travelport group's high leverage, weak liquidity, and the upcoming maturity of its $693 million (as of end-June 2011) PIK loan in March 2012. "According to our criteria, we view this restructuring as a distressed exchange and tantamount to a default (see 'Rating Implications Of Exchange Offers And Similar Restructurings, Update,' published May 12, 2009, on RatingsDirect on the Global Credit Portal)," S&P related. In May 2012, Moody's Investors Service affirmed the Caa1 corporate family rating (CFR) and probability of default rating (PDR) of Travelport LLC. TRIBUNE CO: Koch Brothers Reportedly Has Interest ------------------------------------------------- Karlee Weinmann of BankruptcyLaw360 reported that Koch Industries Inc., the conglomerate run by the billionaire Koch brothers, is firming up its interest in taking over Tribune Co.'s newspapers, a cache that includes such publications as the Los Angeles Times and the Chicago Tribune, sources told The Wall Street Journal on Sunday. According to the report, rumors swirled earlier this spring over the brothers' interest in the company, which emerged from Chapter 11 proceedings late last year and has since hired Evercore Partners and JPMorgan Chase & Co. to help a sale process. About Tribune Co. Headquartered in Chicago, Illinois, Tribune Co. -- http://www.tribune.com/-- is a media company, operating businesses in publishing, interactive and broadcasting, including ten daily newspapers and commuter tabloids, 23 television stations, WGN America, WGN-AM and the Chicago Cubs baseball team. The Company and 110 of its affiliates filed for Chapter 11 protection (Bankr. D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel, Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez & Marsal North America LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the Debtors have $7,604,195,000 in total assets and $12,972,541,148 in total debts. Chadbourne & Parke LLP and Landis Rath LLP serve as co-counsel to the Official Committee of Unsecured Creditors. AlixPartners LLP is the Committee's financial advisor. Landis Rath Moelis & Company serves as the Committee's investment banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in Wilmington, Delaware, represents the Committee in connection with the lawsuit filed against former officers and shareholders for the 2007 LBO of Tribune. Protracted negotiations and mediation efforts and numerous proposed plans of reorganization filed by Tribune Co. and competing creditor groups have delayed Tribune's emergence from bankruptcy. Many of the disputes among creditors center on the 2007 leveraged buyout fraudulence conveyance claims, the resolution of which is a key issue in the bankruptcy case. The bankruptcy court has scheduled a May 16 hearing on Tribune's plan. Judge Kevin J. Carey issued an order dated July 13, 2012, overruling objections to the confirmation of Tribune Co. and its debtor affiliates' Plan of Reorganization. In November 2012, Tribune received approval from the Federal Communications Commission to transfer media licenses, one of the hurdles to implementing the reorganization plan. Aurelius Capital Management LP failed in halting implementation of the plan pending appeal. Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending four years of reorganization. The reorganization allowed a group of banks and hedge funds, including Oaktree Capital Management and JPMorgan Chase & Co., to take over the media company. TWL CORP: 5th Cir. Vacates Order Dismissing Employee Suit --------------------------------------------------------- TWL Corporation and its primary subsidiary, TWL Knowledge Group, Inc., filed for bankruptcy in 2008. Frank Teta, a former TWL employee, commenced a class action adversary proceeding within TWL's bankruptcy suit, alleging violations of the Worker Adjustment and Retraining Notification Act, 29 U.S.C. Sections 2101-2109. The bankruptcy court denied Teta's related motion for class certification and dismissed the adversary proceeding. The district court affirmed. Because the reasons for the bankruptcy court's order are unclear, the Fifth Circuit in a revised order dated April 19 vacated the orders and remanded to the district court to remand to the bankruptcy court for reconsideration in light of the appeals court's opinion available at http://is.gd/2o6hwFfrom Leagle.com. The case is, FRANK TETA, Appellant, v. MICHELLE CHOW, Appellee, No. 12-40271 (5th Cir.). TWL Corp. sought Chapter 11 protection (Bankr. E.D. Tex Case No. 08-42773) on Oct. 19, 2008. Mark Chevallier, Esq., at McGuire, Craddock & Strother, P.C., served as counsel. UMAMI SUSTAINABLE: Incurs $1.0-Mil. Net Loss in Fiscal 2013 Q2 -------------------------------------------------------------- Umami Sustainable Seafood Inc. filed its quarterly report on Form 10-Q, reporting a net loss of $1.0 million on $20.8 million of revenue for the three months ended Dec. 31, 2012, compared with net income of $16.9 million on $55.6 million of revenue for the three months ended Dec. 31, 2011. For the six months ended Dec. 31, 2012, the Company had a net loss of $9.4 million on $22.3 million of revenue, compared with net income of $15.9 million on $71.5 million of revenue for the six months ended Dec. 31, 2011. Net revenue decreased $49.3 million or 68.9%, from $71.5 million for the six months ended Dec. 31, 2011, to $22.3 million for the six months ended Dec. 31, 2012. According to the regulatory filing, the net revenue decrease in the six months ended Dec. 31, 2012, compared to the six months ended Dec. 31, 2011, is primarily due to the timing of the Company's harvest in fiscal 2013 compared to fiscal 2012. The Company's tuna sales typically occur between October and February. However, in fiscal 2012, the Company decided to meet its operational financing needs by harvesting its fish earlier in the first fiscal quarter. The Company's balance sheet at Dec. 31, 2012, showed $123.9 million in total assets, $99.9 million in total liabilities, and stockholders' equity of $24.0 million. A copy of the Form 10-K is available at http://is.gd/xd9C13 San Diego, Calif.-based Umami Sustainable Seafood Inc. fishes and farms for Atlantic and Pacific Bluefin Tuna. The Company owns and operates Kali Tuna, a limited liability company organized in 1996 under the laws of the Republic of Croatia, which is a Northern Bluefin Tuna farming operation located in the Adriatic Sea off the coast of Croatia. The Company also owns and operates Baja, a corporation organized in 1999 under the laws of the Republic of Mexico, which is a Pacific Bluefin Tuna farming operation located in the Pacific Ocean off Baja California, Mexico. URBI DESARROLLOS: Skips $6.4MM Interest Payment ----------------------------------------------- Amy Guthrie at Daily Bankruptcy Review reports that Urbi Desarrollos Urbanos SAB said it will take advantage of a 30-day grace period to delay a $6.4 billion interest payment on its 2016 bonds due. Urbi Desarrollos Urbanos is a publicly traded, fully integrated homebuilder engaged in the development, construction, marketing and sale of affordable housing in Mexico. USA BROADMOOR: Section 341(a) Meeting Scheduled for May 16 ---------------------------------------------------------- A meeting of creditors in the bankruptcy case of USA Broadmoor, LLC, will be held on May 16, 2013, at 2:00 p.m. at Tampa, FL. Creditors have until July 1 to submit their proofs of claim. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. USA Broadmoor, LLC, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No. 13-04880) on April 16, 2013. The petition was signed by Hugh L. Caraway, chief executive officer of Internacional Realty, Inc., member. The Debtor estimated assets and debts of at least $10 million, respectively. Judge Michael G. Williamson presides over the case. The Debtor is represented Stichter Riedel Blain & Prosser, P.A. USA COMMERCIAL: 9th Cir. Clears Deloitte From Trust's Claims ------------------------------------------------------------ The United States Court of Appeals, Ninth Circuit, affirmed a district court's grant of summary judgment in favor of Deloitte & Touche in a lawsuit filed against the auditing firm by the litigation trust for USA Commercial Mortgage Company. On April 13, 2006, USA Commercial Mortgage Company filed for bankruptcy in the U.S. Bankruptcy Court for the District of Nevada. USACM's confirmed Chapter 11 plan created a bankruptcy litigation trust, USACM Liquidating Trust, to pursue USACM's claims for the benefit of holders of allowed unsecured claims in USACM's bankruptcy. On April 11, 2008, the Trust sued USACM's former outside auditor, Deloitte & Touche, alleging that Deloitte wrongfully issued unqualified audit opinions for fiscal years 2000 and 2001, concealing the misappropriations of USACM's funds through two allegedly fraudulent schemes perpetrated by Thomas Hantges and Joseph Milanowski (the owners and controllers of USACM). The charged misappropriations caused USACM to sustain millions of dollars in losses and required its bankruptcy filing. The district court properly granted summary judgment to Deloitte on the ground that the misconduct of Messrs. Hantges and Milanowski must be imputed to USACM under Nevada's "sole actor" rule. The Trust appeals from the district court's summary judgment in favor of Deloitte. According to the Ninth Circuit, the district court correctly held after its thorough analysis that the Trust failed to present evidence of any "innocent decision-makers" within USACM sufficient to permit a reasonable fact finder to find that Messrs. Hantges and Milanowski were not USACM's sole actors for purposes of imputation. Since knowledge of Messrs. Hantges' and Milanowski's fraudulent schemes is imputed to USACM, the Ninth Circuit said the Company would have discovered that Deloitte failed to expose those schemes in its 2000 and 2001 fiscal year audits -- in alleged contravention of its contractual and professional obligations -- no later than the date Deloitte completed those audits on June 28, 2001 and November 26, 2002. Hence, the two-year limitations period for the Trust's accounting malpractice and breach of contract claims expired on June 28, 2003 and November 26, 2004, respectively, which both preceded the petition date and were therefore untimely, the Ninth Circuit said, citing 11 U.S.C. Sec. 108(a); and Nev. Rev. Stat. Ann. Sec. 11.2075(1)(a). With regard to the aiding and abetting breaches of fiduciary duty claim, the appeals court said USACM would have discovered Deloitte's failure to report or affirmative cover-up of Messrs. Hantges' and Milanowski's fraudulent schemes no later than when Deloitte terminated its services with USACM in January 2003. Thus, the three-year limitations period provided by Nev. Rev. Stat. Ann. Sec. 11.190(3)(d)5 expired in January 2006, which again preceded the petition date and therefore could not be extended under 11 U.S.C. Sec. 108(a) to make USACM's claim timely. The Ninth Circuit also said the district court correctly decided that there should be no concealment-based tolling of limitations because Deloitte could not have concealed from USACM that which USACM knew based upon the imputation of Messrs. Hantges' and Milanowski's knowledge to USACM. The district court also properly declined to apply the adverse domination doctrine, which tolls claims alleging wrongdoing by those who control the corporation under certain circumstances, the appeals court said, citing Fed. Deposit Ins. Corp. v. Jackson, 133 F.3d 694, 698 (9th Cir. 1998), because Nevada has not adopted the doctrine. The applicable limitations statutes are comprehensive and provide for tolling based on specified circumstances not pertinent hereto. The case is, USACM LIQUIDATING TRUST, Plaintiff-Appellant, and USA CAPITAL DIVERSIFIED DEED FUND, LLC, Plaintiff, v. DELOITTE & TOUCHE, Defendant-Appellee, No. 11-15626 (9th Cir.). A copy of the Ninth Circuit's April 22 Memorandum is available at http://is.gd/oFZfsyfrom Leagle.com. About USA Commercial Based in Las Vegas, Nevada, USA Commercial Mortgage Company, dba USA Capital -- http://www.usacapitalcorp.com/-- provided more than $1 billion in short-term and permanent financing to homebuilders, commercial developers, apartment owners and institutions nationwide. The Company and its debtor-affiliates filed for chapter 11 protection on April 13, 2006 (Bankr. D. Nev. Case Nos. 06-10725 to 06-10729). Lenard E. Schwartzer, Esq., at Schwartzer & Mcpherson Law Firm, and Annette W. Jarvis, Esq., at Ray Quinney & Nebeker, P.C., represented the Debtors in their restructuring efforts. Thomas J. Allison, a senior managing director at Mesirow Financial Interim Management LLC, served as Chief Restructuring Officer for the Debtors. Susan M. Freeman, Esq., and Rob Charles, Esq., at Lewis and Roca LLP represented the Official Committee of Unsecured Creditors of USA Commercial Mortgage Company. Edward M. Burr at Sierra Consulting Group, LLC, provided financial advice to the Creditors Committee of USA Mortgage. Marc A. Levinson, Esq., and Jeffery D. Hermann, Esq., at Orrick, Herrington & Sutcliffe LLP, and Bob L. Olson, Esq., and Anne M. Loraditch, Esq., at Beckley Singleton, Chartered, represented the Official Committee of Equity Security Holders of USA Capital Diversified Trust Deed Fund, LLC. FTI Consulting, Inc., provided financial advice to the Equity Committee of USA Diversified. Candace C. Carlyon, Esq., and Shawn w. Miller, Esq., at Shea & Carlyon, Ltd., and Jeffrey H. Davidson, Esq., Frank A. Merola, Esq., and Eve H. Karasik, Esq., at Stutman, Treister & Glatt, PC, represented the Official Committee of Equity Security Holders of USA Capital First Trust Deed Fund, LLC. Matthew A. Kvarda, at Alvarez & Marsal, LLC, provided financial advise to the Equity Committee of USA First. When the Debtors filed for protection from their creditors, they estimated assets of more than $100 million and debts between $10 million and $50 million. The Debtor's Chapter 11 plan of reorganization was confirmed on Jan. 8, 2007. USACM Liquidating Trust was created pursuant to the Debtors' Third Amended Joint Chapter 11 Plan of Reorganization, which became effective March 12, 2007. Under the Joint Plan, the Trust obtained the right to enforce USACM's causes of action. VAQUERIA BRISAS: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Vaqueria Brisas Del Atlantico, Inc. P.O. Box 119 Hatillo, PR 00659 Bankruptcy Case No.: 13-03020 Chapter 11 Petition Date: April 18, 2013 Court: United States Bankruptcy Court District of Puerto Rico (Old San Juan) Judge: Brian K. Tester Debtor's Counsel: Carmen D Conde Torres, Esq. C.CONDE & ASSOCIATES 254 San Jose Street, 5th Floor San Juan, PR 00901-1523 Tel: (787) 729-2900 Fax: (787) 729-2203 E-mail: notices@condelaw.com Scheduled Assets: $2,025,872 Scheduled Liabilities: $3,953,388 A copy of the Company's list of its 20 largest unsecured creditors filed together with the petition is available for free at http://bankrupt.com/misc/prb13-3020.pdf The petition was signed by Demetrio Amador, president. VTE PHILADELPHIA: Can Hire Nachamie Spizz Cohen as Counsel ---------------------------------------------------------- VTE Philadelphia, LP sought and obtained permission from the U.S. Bankruptcy Court to employ Nachamie Spizz Cohen & Serchuk, P.C. as counsel. VTE Philadelphia, LP, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-10058) in Manhattan on Jan. 7, 2013. The Debtor is a single asset real estate case consisting of a vacant land located at 709-717 North Penn Street, in Philadelphia, Pennsylvania. The Chapter 11 petition was filed on the eve of a sheriff's sale scheduled by the secured creditor, U.S. Bank National Association, which has obtained judgment for foreclosure from the Court of Common Please of Philadelphia County. The judgment amount owed to the bank is $16.9 million. WINTRUST FINANCIAL: Fitch Assigns 'B+' Preferred Stock Rating ------------------------------------------------------------- Fitch Ratings has initiated ratings on Wintrust Financial Corp. (WTFC) and its 15 separately chartered banks with a long-term Issuer Default Rating (IDR) of 'BBB' and a Viability Rating (VR) of 'bbb'. The Rating Outlook is Stable. WTFC's ratings reflect its consistent and conservative management through the credit cycle leading to superior asset quality performance relative to similarly rated and similarly sized institutions. Further, Fitch believes WTFC's loan portfolio structure provides the company unique credit diversification relative to peers. Weighing on WTFC's rating is its mediocre earnings profile and geographic loan concentration within greater Chicagoland. KEY RATING DRIVERS - IDRs and Viability Ratings Fitch recognizes WTFC's relatively strong asset quality compared to similarly rated peers and believes it is a reflection of management's credit risk management philosophy. While nonperforming assets (NPAs - inclusive of accruing TDRs) have remained somewhat elevated relative to historical norms at 2.28% as of the first quarter of 2013 (1Q'13), the company's NPAs peaked at just around 3% during the cycle. This compares considerably favorably to WTFC's peer group in which some similarly rated institutions' NPAs peaked at nearly 2x that level. Similarly, net charge-offs (NCOs) have averaged just 1.03% over the last five years. Fitch believes that these results are directly correlated with management's stated strategy of pulling back lending prior to the credit cycle. The Stable Outlook reflects Fitch's view that asset quality (AQ) will continue to improve going forward as management works through problem assets through its dedicated Managed Assets Division. Fitch notes that these AQ metrics should also be taken in the context of WTFC's primary lending area which is Chicago, IL, an area that was hit particularly hard during the real estate downturn and an area in which many banks subsequently failed or needed to raise significant capital due to material concentrations in commercial real estate and land development. Fitch views WTFC's premium finance lending, a product that is not widely offered within Fitch's rating universe, as a unique credit diversification tool. This lending area makes up one-third of the company's loan portfolio and is split evenly between property and casualty policy financing and life policy financing. Fitch notes the very low loss history between the two products and would expect similar results going forward given deal structures and security. Ratings are constrained to the initiated rating given the company's fairly tepid earnings performance. The company's 2012 ROA of 67 basis points (bps) is lower than similarly rated institutions but is also taken in the context of WTFC's overall risk profile. Fitch believes that going forward earnings will continue to be challenged by the expected prolonged period of low interest rates coupled with the company's short-term balance sheet. At year-end 2012 (YE12), 70% of WTFC's loans were either variable or repriced within 12 months. However, this should be advantageous to the company when interest rates do begin to rise. Further constraining the company's ratings is its geographic concentration within its loan book. Three-fourths of WTFC's core loan book (excluding FIFC loans) is located in the state of Illinois with the vast majority of that concentrated in the greater Chicagoland area. Fitch views the Chicago market as densely populated by banks and economically challenged which has resulted in and could result in prolonged periods of tepid earnings and elevated NPAs relative to historical levels. Fitch notes that WTFC has consistently been able to maintain adequate liquidity and funding. A third of the company's deposit funding consists of CDs, a higher level than peer institutions. However, Fitch believes that the majority of these are from long- term, core customers residing in the company's primary market. Further, it is worth noting that CD reliance has come down substantially over the past few years from around 50% of deposits while noninterest bearing DDA accounts have increased from under 10% of deposits to around 18%. Also of note is the company's aforementioned $2 billion P/C insurance premium finance book which could potentially be securitized and sold off if additional liquidity was needed. With a Fitch Core Capital to Tangible Assets ratio of 7.28% (or a TCE ratio of 7.4%) as of 4Q'12, capital is considered adequate relative to others in WTFC's peer group and relative to its overall risk profile. Regulatory capital ratios are also considered ample. WTFC's rating not only reflects its ability to maintain an adequate capital base through the cycle but also its shown ability to raise capital in the private and public markets. RATING SENSITIVITIES - IDRS and Viability Rating Negative trends in earnings or a reversal in current AQ trends leading to earnings and capital deterioration could lead to negative rating action. Further, if the company growth (either through acquisition or organic) were to exceed Fitch's comfort level and capital levels fell materially below their current levels, ratings could be adversely impacted. While Fitch sees little upside to the company's initial rating, if earnings performance improves and comes in line with higher rated peers while AQ trends maintain their positive course and risk management practices remain conservative, Fitch could take positive rating action. KEY RATING DRIVERS AND SENSITIVIES - SUPPORT RATING AND SUPPORT RATING FLOOR In Fitch's view, WTFC is not considered systemically important and therefore, believes the probability of state support is unlikely. Therefore, WTFC's IDR and VR do not incorporate any government support. RATING DRIVERS & SENSITIVITIES - Subordinated Debt and Other Hybrid Securities Subordinated debt and other hybrid capital instruments issued by WTFC are all notched down from WTFC's VR of 'bbb' in accordance with Fitch's assessment of each instrument's respective non- performance and relative Loss Severity risk profiles, which vary considerably. Their ratings are primarily sensitive to any change in WTFC's VR. RATING DRIVERS & SENSITIVITIES - Holding Company: WTFC's IDR and VR is equalized with the company's subsidiary banks reflecting its role as the bank holding company, which is mandated in the U.S. to act as a source of strength for its bank subsidiary. Double leverage was at 107% for WTFC at Dec. 31, 2012. RATING DRIVERS & SENSITIVITIES - Subsidiary and Affiliated Company Rating: The below ratings factor in a high probability of support from the parent to its subsidiary. This reflects the fact that performing parent banks have very rarely allowed subsidiaries to default. It also considers the high level of integration, brand, management, financial and reputational incentives to avoid subsidiary defaults. Further, all 15 subsidiary banks' ratings are linked together and equalized due to cross-collateralization conditions found in Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (FIRREA). Consequently, any movement in the parent's VR would equally impact all related subsidiary banks. Wintrust Financial Corp. is a financial holding company based in Rosemont, Illinois, with total assets of approximately $17.5 billion as of Dec. 31, 2012. The company consists of 15 community banks offering basic financial services in and around the greater Chicagoland area and Southeast Wisconsin. Further, the company holds various subsidiaries that operate on a national platform and offer products such as premium finance lending, short-term accounts receivable lending and mortgage banking. Finally, WTFC also offers a full range of wealth management services to those customers primarily in the company's market area. Fitch assigns these ratings with a Stable Outlook: Wintrust Financial Corporation Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Subordinated Debt at 'BBB-'; Preferred Stock at 'B+'; Support at '5'; Support Rating at 'NF'. Lake Forest Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Hinsdale Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. North Shore Community Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Libertyville Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Barrington Bank and Trust Company, NA Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Crystal Lake Bank and Trust Company, NA Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Northbrook Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Schaumburg Bank and Trust Company, NA Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Village Bank and Trust Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Beverly Bank and Trust Company, NA Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Town Bank Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Wheaton Bank and Trust Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. State Bank of the Lakes Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. Old Plank Trail Community Bank, NA Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. St. Charles Bank and Trust Company Long-Term IDR at 'BBB'; Short-Term IDR at 'F2'; Viability Rating at 'bbb'; Long-Term Deposits at 'BBB+'; Short-Term Deposits at 'F2'; Support at '5'; Support Rating at 'NF'. WOODFLAME INC: Case Summary & 9 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: Woodflame, Inc. 5590 Painted Mirage Rd Suite 130 Las Vegas, NV 89149 Bankruptcy Case No.: 13-13417 Chapter 11 Petition Date: April 20, 2013 Court: United States Bankruptcy Court District of Nevada (Las Vegas) Judge: Bruce T. Beesley Debtor's Counsel: David A. Riggi, Esq. 5550 Painted Mirage Road #120 Las Vegas, NV 89149 Tel: (702) 808-0359 E-mail: darnvbk@gmail.com Estimated Assets: $1,000,001 to $10,000,000 Estimated Debts: $1,000,001 to $10,000,000 A list of the Company's nine largest unsecured creditors, filed together with the petition, is available for free at http://bankrupt.com/misc/nvb13-13417.pdf The petition was signed by Christine Wong, treasurer. XTREME OIL: Incurs $70,400 Net Loss in 2012 ------------------------------------------- Xtreme Oil & Gas, Inc., filed on April 16, 2012, its annual report on Form 10-K for the year ended Dec. 31, 2012. LBB & Associates Ltd., LLP, in Houston, Texas, expressed substantial doubt about Xtreme Oil's ability to continue as a going concern, citing the Company's absence of significant revenues, recurring losses from operations, and its need for additional financing in order to fund its projected loss in 2013/ The Company reported a net loss of $70,437 on $1.3 million of revenues in 2012, compared with a net loss of $205,088 on $2.5 million of revenues in 2011. The decrease in net loss in 2012 was primarily due to derivative income related to the Company's debt placement in September 2011. The Company's balance sheet at Dec. 31, 2012, showed $8.7 million in total assets, $6.2 million in total liabilities, and stockholders' equity of $2.5 million. A copy of the Form 10-K is available at http://is.gd/p5VCjC Xtreme Oil & Gas, Inc., is a Dallas-based independent energy company engaged in the exploration, development, acquisition, and production of crude oil and natural gas with operations from properties it owns in Texas, Oklahoma, and Kansas. The Company's oilfield services disposes of saltwater for independent energy producers. YARWAY CORP: Files for Chapter 11 to Deal With Asbestos Claims -------------------------------------------------------------- Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on Monday to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway continued its manufacturing operations until 2003, when it sold its manufacturing facility in Blue Bell, Pennsylvania to BT Blue Bell and other assets to third parties. Following the transactions, Yarway remained in existence as a separate corporate entity, and continued to defend against, process and satisfy asbestos-related claims asserted against it. Yarway maintained its own insurance assets, some of which were the subject of state court litigation in California from 2005 until the last of its insurance policies known to provide coverage for asbestos-related claims were settled in 2012. In 2013, Yarway acquired a 49% interest in STI Properties, LTd., a member in a joint venture that owns and operates a five-story commercial office building in the Cleveland, Ohio area. The Debtor estimated at least $100 million in assets and liabilities as of the bankruptcy filing. Yarway commenced the Chapter 11 case due to the continuing assertion of claims by personal injury plaintiffs alleging that Yarway is liable for damages caused by exposure of asbestos- containing products. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Yarway's alleged manufacture, distribution, and or/sale of asbestos- containing materials ceased entirely by 1988. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. Over the past five years, Yarway has incurred and paid $129 million in settlement costs on account of the asbestos claims, including $18 million over the past year. With diminishing insurance coverage and the continued assertion of asbestos claims, Yaway sought relief under Chapter 11. Yarway's goal is to negotiate, obtain approval of, and consummate a plan of reorganization that establishes an appropriately funded trust to provide for the fair and equitable payment of legitimate current and future Yarway asbestos claims. Plan Negotiations To facilitate negotiations regarding a potential reorganization plan and the creation of an asbestos trust, Yarway engaged in discussions prepetition with an ad hoc committee of law firms representing current asbestos claimants. The discussions did not result in an agreement regarding the terms of the plan or the structure of the asbestos trust. The ad hoc committee of law firms representing asbestos claimants tapped the law firm of Caplin & Drysdale during prepetition negotiations with the Debtor. James L. Patton, Jr., named by Yarway as representative of future asbestos claimants. Mr. Patton retained the law firm of Young Conaway Stargatt & Taylor LLP as counsel. Attorneys at Cole, Schotz, Meisel, Forman & Leonard, P.A. and Sidley Austin LLP serve as the Debtor's counsel in the Chapter 11 case. Logan and Co. is the claims and notice agent. First Day Motions On the first day of the bankruptcy case, Yarway filed a motion to file a list of 20 law firms representing the largest numbers of asbestos plaintiffs asserting claims against the Debtor in lieu of a list of the holders of the 20 largest unsecured claims. The Debtors said that because the majority of asbestos claimants hold unliquidated claims against the Debtor, it is difficult to determine which individual asbestos claimants may hold the largest unsecured claims. The Debtor also seeks approval to continue using its existing bank account and business forms. There is $14.28 million in a bank account with Bank of New York Mellon. YARWAY CORP: Proposes Logan & Co. as Claims & Notice Agent ---------------------------------------------------------- Yarway Corporation seeks an order from the Bankruptcy Court appointing Logan & Company, Inc., as claims and notice agent. The Debtor wishes to engage Logan to send out certain designated notices, to maintain claims files, and maintain a claims register. The Debtor believes that such services will expedite the services of notices, streamline any claims administration process and the administration of he Chapter 11 case, and permit the Debtor to focus on its reorganization efforts. Logan will be compensated in accordance with the pricing schedule agreed by the parties. For monthly storage, Logan will charge the Debtor $0.10 per creditor name per month. Logan will charge $205 per hour for Web site design and maintenance. For consulting services, professionals at Logan will charge at these hourly rates: Category Rate -------- ---------- Principal $297 Court Testimony $325 Senior Consultant $225 Statement & Schedule Preparation $220 Account Executive Support $205 Public Wesbiste Design and Maintenance $205 Data & File Conversion/Programming Support $165 Project Coordinator $140 Analyst $125 Quality Control and Audit $77 Data Entry & Other Admin. Tasks $77 Clerical Support $50 The Debtor has made an advance payment to Logan in the amount of $5,000. About Yarway Corporation Yarway Corporation sought Chapter 11 protection (Bankr. D. Del. Case No. 13-11025) on April 22, 2013, to deal with claims arising from asbestos containing products it allegedly sold as early as the 1920s. Yarway was founded in 1908 by Robert Yarnall and Bernard Waring as the Simplex Engineering Company and originally manufactured pipe clamps, steam traps, valves and controls. Based in Pennsylvania, Yarway was a privately-owned company until 1986 when KeyStone International, Inc. bought equity in the company. Yarway became a unit of Tyco International Ltd. when Tyco purchased KeyStone in 1997. Yarway's asbestos-related liabilities derive from Yarway's (i) purported use of asbestos-containing gaskets and packing, manufactured by others, in its production of steam valves and traps from the 1920s to 1970s, and (ii) alleged manufacture of expansion joint packing that was allegedly made up of a compound of Teflon and asbestos from the 1940s to the 1970s. Over the past five years, about 10,021 new asbestos claims have been asserted against Yarway, including 1,014 in Yarway's 2013 fiscal year ending March 31, 2013. The Debtor estimated assets and debts in excess of $100 million as of the Chapter 11 filing. * Fitch Reports Lower U.S. Credit Card Chargeoffs & Delinquencies ----------------------------------------------------------------- Chargeoffs and delinquencies fell again last quarter for U.S. credit card ABS, though the pace of improvement is noticeably slowing, according to the latest index results from Fitch Ratings. Chargeoffs came in at 3.91% during the March distribution period and are still tracking near record lows. Elsewhere, delinquencies managed to shave off a few more basis points, averaging 1.63% and breaking new records in the first three months of this year. 'Credit card losses will plateau in the near term before trending higher later this year,' said Managing Director Michael Dean. Monthly payment rates (MPRs) spiked in first quarter 2013 (1Q'13) after remaining stable in 4Q'12. In fact, 'February posted a record high for MPR as consumers continue to pay down existing balances,' said Dean. ABS deleveraging also reversed course this past quarter. For the first time in nearly five years, credit card outstandings began to rise with two consecutive monthly increases during the quarter. This is a sign that interest in new credit card ABS is picking up. * Moody's Updated Outlook on U.S. REITs is Stable ------------------------------------------------- Real estate investment trusts are well positioned to handle the fragile economic outlook and the potential for rising interest rates, says Moody's Investors Service in a new report, "US REITs: Industry Outlook." "We do not expect a robust economic recovery given the uncertain environment, and the primary risks for REITs are potential excess supply and shocks that derail the economic recovery," said Moody's Senior Vice President Philip Kibel, author of the report. "REIT management teams remain concerned about frail job growth in the US. Further concerns include US sequestration, weakness in Europe and conflict in the Middle East." Moody's outlook for REITs overall is stable. The outlook is also stable for REITs operating in each of the major underlying property sectors, including retail, office, industrial, multifamily, healthcare, and lodging. From a real estate fundamental perspective, each of the sectors has a stable outlook with the exception of multifamily, which remains positive. "REITs, especially investment-grade REITs, continue to show the strength that allowed them to operate through the recession without jeopardizing their market presence," said Mr. Kibel. "Future rating actions will be mainly driven by company-specific events." Since the end of the recession, Kibel pointed out, REITs have been able to access multiple capital sources, including bank, bond and preferred markets at historically low rates that have lengthened their debt maturity profiles while also boosting earnings and fixed-charge coverage ratios. "For the remainder of 2013, we are less concerned about liquidity than we are about the REITs' core earnings strength and their ability and willingness to maintain solid credit metrics," said Mr. Kibel. While construction levels generally remain near cyclical lows, new construction is picking up in some markets, particularly in the industrial, retail outlet and multifamily sectors, according to Moody's. "Bountiful capital coupled with low capitalization rates could prod builders into becoming increasingly active," said Mr. Kibel. * Three Bank Failures Bring Total in 2013 to Eight -------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that two banks in Florida and one in Kentucky, with a total of nine branches, were taken over on April 22 by regulators, bringing the year's total bank failures to eight. Chipola Community Bank in Mariana, Florida, and Heritage Bank of North Florida, from Orange Park, had deposits of $10.3 million and $108.5 million, respectively. Their failures are estimated to cost the Federal Deposit Insurance Corp. $10.3 million and $30.2 million, respectively. First Federal Bank of Lexington, Kentucky, also failed, with $108.5 million in deposits and an estimated cost of $30.2 million for the FDIC. All eight branches were taken over by three other banks. In 2012, there were 51 bank failures compared to 92 failed banks in 2011, 157 in 2010, 140 in 2009 and just 25 for 2008. The failures in 2010 were the most since 1992, when 179 institutions were taken over by regulators. The FDIC was appointed as receiver for the closed banks. To protect the depositors, the FDIC entered into a purchase and assumption agreement with various banks that agreed to assume the deposits of most of the closed banks. The FDIC also entered into loss-share transactions on assets bought by the banks. List of Failed Banks For 2013, the failed banks are: Loss-Share Transaction Party FDIC Cost Assets of Bank That Assumed to Insurance Closed Bank Deposits & Bought Fund Closed Bank (millions) Certain Assets (millions) ----------- ----------- ----------------- ------------ Chipola Community Bank $39.2 First Federal Bank $10.3 Heritage Bank of N Fla. $110.9 FirstAtlantic Bank $30.2 First Federal Bank $100.1 Your Community Bank $9.7 Gold Canyon Bank $45.2 First Scottsdale Bank $11.2 Frontier Bank $258.8 HeritageBank of the S. $51.6 Covenant Bank $58.4 Liberty Bank and Trust $21.8 1st Regents Bank $50.2 First Minnesota Bank $10.5 Westside Community Bank $97.7 Sunwest Bank $20.3 A complete list of banks that failed since 2000 is available at: http://www.fdic.gov/bank/individual/failed/banklist.html 694 Banks in Problem List The FDIC's Quarterly Banking Profile for the quarter ended Sept. 30, 2012, says that the number of institutions on the FDIC's "Problem List" declined to 694 from 732, and total assets of "problem" institutions fell from $282.4 billion to $262.2 billion. This is the smallest number of "problem" institutions since third quarter 2009. The FDIC defines "problem" institutions as those with financial, operational or managerial weaknesses that threaten their viability. The Deposit Insurance Fund (DIF) increased by $2.5 billion to $25.2 billion during the third quarter. Estimated insured deposits increased by 2.3%. The DIF reserve ratio was 0.35% at Sept. 30, 2012, up from 0.32% at June 30, 2012, and 0.12% at Sept. 30, 2011. Problem Institutions Failed Institutions -------------------- ------------------- Year Number Assets (Mil) Number Assets (Mil) ---- ------ ------------ ------ ------------ As of Q3 of 2012 694 $262,000 43 $9,500 2011 813 $319,432 92 $34,923 2010 884 $390,017 157 $92,085 2009 702 $402,800 140 $169,700 2008 252 $159,405 25 $371,945 2007 76 $22,189 3 $2,615 2006 50 $8,265 0 $0 2005 52 $6,607 0 $0 2004 80 $28,250 4 $170 Federal regulators assign a composite rating to each financial institution, based upon an evaluation of financial and operational criteria. The rating is based on a scale of 1 to 5 in ascending order of supervisory concern. "Problem" institutions are those institutions with financial, operational, or managerial weaknesses that threaten their continued financial viability. Depending upon the degree of risk and supervisory concern, they are rated either a "4" or "5." The number and assets of "problem" institutions are based on FDIC composite ratings. Prior to March 31, 2008, for institutions whose primary federal regulator was the OTS, the OTS composite rating was used. * Bankruptcy Task Force Lays Out Ethics "Best Practices" -------------------------------------------------------- Tom Hals, writing for Reuters, reported that two years ago, the American Bankruptcy Institute first proposed a task force to help bankruptcy professionals through the thorny ethical questions encountered in the trenches of turnarounds. Now that the task force's report is in, members said they are surprised by one thing: the rate at which the task force uncovered conduct that could lead to sanctions. "I was dumbfounded," Geoffrey Berman, of Development Specialists Inc, who proposed the task force when he was ABI president in 2011, told Reuters. Berman said nearly every week the task force found examples of conduct that put lawyers at risk of losing their fees or being disbarred. According to the Reuters report, the ABI's National Ethics Task Force presented its 104-page report on Sunday at the institute's annual spring meeting. The report included recommendations for disclosing conflicts when seeking approval of employment, duties of counsel for the debtor in possession and recommendations for soliciting creditors' committees. For 95 percent of the practitioners, Berman said ethics were never a problem and the report is unlikely to change the way they practice, Reuters related. But for a small number, Berman said, "you scratch your head and say 'how did they pass the bar ethics exam?'" * Utah Bankruptcies Down in 1st Quarter, But Struggles Linger ------------------------------------------------------------- Steven Oberbeck, writing for The Salt Lake Tribune, reported that a lot fewer Utahns are filing for bankruptcy these days, but behind those numbers are plenty of families still struggling to make ends meet in a state that claims one of the best economies in the nation. According to the report, David Sime, clerk of the U.S. Bankruptcy Court for Utah, reports that bankruptcy filings by Utahns dropped 14 percent in the first three months of 2013, compared with the same period a year ago. The report said the decline represents a continuing trend that started in late 2011 and resulted in the number of bankruptcy petitions dropping by 12 percent last year -- the first significant drop in filings in Utah in more than six years. Despite the decline, Utah's bankruptcy numbers remain comparatively high nationally, with the state claiming the sixth- highest filings per capita -- 5.01 for every 1,000 residents, according to the Virginia-based American Bankruptcy Institute, a research organization that tracks insolvency filings and related issues, the report added. Utah's falling numbers, though, paralleled what happened nationally, the report noted. During the first quarter, filings in the U.S. totaled 263,516, down 16 percent from the same quarter a year ago. * Appellate Court Overturns $45-Mil. Class Settlement ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that a $45 million settlement of a class suit against three consumer-credit reporting companies was overturned by the U.S. Court of Appeals in San Francisco because representatives of a class of former bankrupts had their recoveries increased from $26 to $5,000 in return for supporting settlement. The report notes that one of the three judges on the appellate panel would have gone a step further and precluded lawyers from receiving part of the $16.75 million in attorneys' fees as a sanction for structuring the settlement to include the $5,000 payments. The report recounts that the first suits were filed in 2005, alleging that three credit-reporting companies inaccurately reported delinquencies on debt extinguished through consumers' bankruptcies. The defendants were Experian Information Systems Inc., TransUnion LLC, and Equifax Information Services LLC. Each one contributed $15 million to the settlement fund. In 2008 the district court approved a partial settlement where the three companies agreed to improve their reporting procedures. That part of the settlement drew no objection. The report adds that on the monetary side, the lawyers would take home $16.75 million. Bankrupt consumers in the class who were denied credit as a result of faulty reporting were to receive $150 to $750 each. The other 755,000 class members would receive $26 each. Class representatives were to receive $5,000 each, although only in return for supporting the settlement. The district court nonetheless approved the settlement. On appeal, Circuit Judge Ronald M. Gould overturned the settlement in a 26-page opinion. Judge Gould said that the $5,000 payment to each class representative who otherwise would receive $26 "corrupted the settlement by undermining the adequacy of the class representatives and class counsel." District Judge Sam E. Haddon from Montana, sitting by designation on the three-judge appellate panel, would have gone a step further. He would have precluded lawyers who proposed the settlement from receiving any of the $16.75 million in attorneys' fees. The case is Radcliffe v. Experian Information Solutions Inc., 11-56376, Ninth U.S. Circuit Court of Appeals (San Francisco). * Bankruptcy Court Likely Not a 'Court of the United States' ------------------------------------------------------------ Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that according to an April 19 opinion by U.S. Bankruptcy Judge D. Michael Lynn in Fort Worth, Texas, a bankruptcy court "might not" be a "court of the United States." The question arose in a bankruptcy case where Judge Lynn was being asked by a creditor to give him court-appointed counsel because he was indigent. Judge Lynn exercised his discretion to deny the request for court-appointed counsel and therefore didn't squarely decide if the bankruptcy court is a court of the U.S., according to the report. The report relates that Judge Lynn went so far as to say he was "not convinced" he has status as a court of the U.S. Bankruptcy courts don't automatically qualify as courts of the U.S. because bankruptcy judges are appointed for 14-year terms, unlike federal district, circuit and Supreme Court judges who have life appointment. Also, bankruptcy judges, unlike higher federal judges, are selected by the circuit courts, not nominated by the President and confirmed by the Senate. The case before Judge Lynn involved the bankruptcy of a lawyer. One of the lawyer's clients, now serving a prison sentence, filed a claim against the lawyer and a lawsuit to declare that the debt wouldn't be discharged in bankruptcy. The convicted criminal complained that the lawyer resigned without notice the day of trial. He asked to have counsel assigned to him under Section 1915 of the U.S. Judiciary Code which allows a "court of the United States" to appoint counsel for indigents. In turn, "court of the United States" is defined in Section 451 of the Judiciary Code. Judge Lynn, the report relates, noted that courts, even in the Fifth Circuit covering Texas, are divided on the issue on whether bankruptcy courts are courts of the U.S. The 5th U.S. Circuit Court of Appeals in New Orleans itself hasn't answered the question, Lynn said. Lynn laid out arguments on both sides. He said he would qualify as a court of the U.S. only if the bankruptcy court is considered a "unit" of the federal district court. Judge Lynn ended his discussion of "court of the U.S." by saying it's an "open question." He then noted that courts in the Fifth Circuit "almost invariably" deny requests to appoint counsel for indigent plaintiffs in civil suits. Judge Lynn said the result might be different if the incarcerated individual were the defendant, not the plaintiff. Judge Lynn noted that he's arranged for the prisoner to participate in trial by telephone. On the merits of the suit against the lawyer for quitting just before trial, Judge Lynn said the facts and the law aren't particularly complicated. The case is Ostrander v. Williams (In re Williams), 11-bk-04190, U.S. Bankruptcy Court, Northern District Texas (Fort Worth). * Calif. Ruling Protects Brokers From Disgruntled Outsiders ----------------------------------------------------------- Bibeka Shrestha of BankruptcyLaw360 reported that a California appeals court held Wednesday that an insurance broker wasn't liable to an investor who was unable to get coverage under a bankrupt real estate developer's policy for alleged vandalism and theft, a precedential ruling that helps shelter brokers from breach of duty claims brought by nonclients. According to the report, the order bars investor Michael Braum's professional negligence claims against broker Koram Insurance Center Inc., while also blocking Braum from winning coverage from Travelers Property Casualty Co. of America under a condominium policy issued to a developer. * In Pippen Defamation Suit, 7th Circ. Considers Recklessness ------------------------------------------------------------- Megan Stride of BankruptcyLaw360 reported that during arguments Friday in former NBA star Scottie Pippen's bid to revive his defamation lawsuit against CBS Interactive Inc. and others, Seventh Circuit judges asked how the athlete could allege the defendants were reckless, not just negligent, when they inaccurately reported he went bankrupt. According to the report, Pippen's attorney, Arthur S. Gold of the Law Offices of Gold & Associates Ltd., told the three-judge panel that CBS, NBC Universal Media LLC, Mint Software Inc. and other media outlets targeted by the former Chicago Bulls player had reported the erroneous news. * Banker Groups Sue Treasury, IRS over Account Reporting Rule ------------------------------------------------------------- Tom Schoenberg, writing for Bloomberg News, reported that two banker groups sued the U.S. challenging rules that require financial institutions to report information on accounts held by nonresident aliens that may be shared with 72 foreign governments. According to the Bloomberg report, the Texas Bankers Association and the Florida Bankers Association, in a lawsuit filed against the Treasury Department and the Internal Revenue Service in federal court in Washington, said the rules are discouraging investment in the U.S. by nonresidents who fear their information may be shared with the governments of countries including Egypt, Pakistan and Venezuela. The case is Florida Bankers Association v. U.S. Department of Treasury, 13-cv-00529, U.S. District Court, District of Columbia (Washington). * Cantor Fitzgerald Gets Hedge Fund Investors' Claims Pared ----------------------------------------------------------- Matt Chiappardi of BankruptcyLaw360 reported that a federal judge in Louisiana on Wednesday granted most of Cantor Fitzgerald & Co.'s request to dismiss claims it was involved in stiffing investors in now-bankrupt hedge funds, except an allegation for aiding and abetting a breach of fiduciary duty, but Commonwealth Advisors -- which managed the nine hedge funds from where millions of dollars in investors' money was shifted into a consolidated debt obligation -- and fund manager Walter Morales are still on the hook. * DLA Piper Settles Fee Suit After Release of E-mails ----------------------------------------------------- Christine Simmons, writing for New York Law Journal, reported that DLA Piper's public feud with an ex-client who alleged the firm overbilled him has been quietly resolved, a month after the client released headline-grabbing internal emails by DLA attorneys who discussed a "churn that bill, baby" approach to billing. According to the report, Adam Victor reached a settlement with the firm this week, said Larry Hutcher, a partner at Davidoff Hutcher & Citron who represents Victor. Hutcher declined to discuss the terms of the settlement. Attorneys for the parties filed a stipulation of discontinuance. The report related that Victor exposed the emails obtained in discovery in response to a lawsuit brought by DLA claiming Victor owed the firm $679,000 in legal fees. DLA was hired in April 2010 by Project Orange Associates, which was owned by Victor, to handle its bankruptcy. The firm was later disqualified due to a conflict, but DLA said Victor requested that the firm represent him personally. Victor claimed the emails, in which one attorney writes "That bill shall know no limits," were evidence of overbilling. DLA, in a statement released after the emails became public, said the emails "were in fact an offensive and inexcusable effort at humor, but in no way reflect actual excessive billing." A DLA representative did not respond to a request for comment on the settlement, according to the report. Jeffrey Schreiber, a partner at Meister Seelig & Fein, and James Ulwick, a principal at Baltimore firm Kramon & Graham, who represent DLA in the fee matter, also did not return calls for comment. * Fifth Third Defies Trend with Loan Growth ------------------------------------------- Matthias Rieker, writing for The Wall Street Journal, reported that Fifth Third Bancorp surprised investors with stronger-than- expected lending revenue, bucking an industry-wide decline that has plagued banks this year. Other banks reporting Thursday saw weak loan growth, but BB&T Corp. and KeyCorp beat analysts' profit forecasts thanks largely to cost-cutting. Fifth Third's profit fell 2%, to $422 million. Per-share earnings of 46 cents beat analyst estimates by 7 cents. Revenue shrank 2.2%, to $1.64 billion. Expenses remained flat from a year earlier but fell 16% from the fourth quarter, to $978 million. * Regulators Worry Mortgage REITs Pose Threat to Financial System ----------------------------------------------------------------- Deborah Solomon, writing for The Wall Street Journal, reported that a panel of top financial regulators is targeting mortgage real-estate investment trusts as a potential risk to the U.S. financial system, the latest example of Washington's growing concern with market bubbles. According to the WSJ report, next week, the Financial Stability Oversight Council, a panel comprising the top U.S. financial regulators, is expected to cite mortgage REITs as a source of market vulnerability in its annual report, according to people familiar with the matter, a distinction that could set the stage for stricter oversight of the industry. WSJ related that eager to avoid the mistakes of the past, regulators are attempting to identify overly frothy activity before it poses problems. Even though the economy continues to recover only slowly, regulators see potential bubbles forming in a range of financial markets, in part because of the Federal Reserve's easy-money policies, which have driven interest rates to near-record lows and prompted investors to seek higher returns elsewhere. Mortgage REITs, which are publicly traded financial companies that borrow funds to invest in real-estate debt, have seen their assets quadruple to more than $400 billion since 2009, the WSJ report noted. They differ from traditional REITs in that they invest in mortgage debt, rather than actual real-estate like office buildings or shopping malls. The firms take advantage of inexpensive, short-term borrowing to buy mortgage securities backed by Fannie Mae FNMA +1.01% and Freddie Mac, FMCC +1.32% and offer returns to investors of as much as 15%. They join leveraged loans and money-market mutual funds as areas of risk cited by officials, the WSJ report said. Three Federal Reserve officials have singled out mortgage REITs in recent weeks, saying the industry merits watching. * S&P Early Victory in U.S. Fraud Suit Seen as Unlikely ------------------------------------------------------- Edvard Pettersson & David McLaughlin, writing for Bloomberg News, reported that McGraw-Hill Cos.'s Standard & Poor's unit is set to take its first stab at fending off the U.S. Justice Department's allegations that the company's mortgage-backed securities ratings were fraudulent. According to the Bloomberg report, the largest U.S. rating company by revenue faces an April 23 deadline to file its response in federal court in Santa Ana, California. Justice Department officials said when the complaint was filed in February that S&P could face more than $5 billion in civil penalties based on losses by federally insured financial institutions that relied on S&P's ratings. "They won't get the entire complaint dismissed at this stage," John Hueston, a former federal prosecutor now at Irell & Manella LLP in Los Angeles, said in a phone interview with Bloomberg. "At best, a part of it might get dismissed." S&P can't support its request to dismiss the case by supplying evidence to contradict the allegations, Hueston further told Bloomberg. It can only argue that the Justice Department will never be able to prove its civil fraud claims even if all the facts alleged in the complaint are true, the lawyer said. S&P may argue that the government hasn't been specific enough in its fraud allegations as required by law, Hueston said, according to Bloomberg. Even if U.S. District Judge David Carter were to agree with S&P, the judge most likely would allow the government to file a new complaint to address such failings, he said. The case is U.S. v. McGraw-Hill, 13-00779, U.S. District Court, Central District of California (Santa Ana). * S&P Seeks Dismissal of U.S. Civil Suit Over Mortgage Debt Rating ------------------------------------------------------------------ Luciana Lopez and Aruna Viswanatha, writing for Reuters, reported that Standard & Poor's asked a federal judge on Monday to dismiss a U.S. Justice Department civil suit against the rating agency, arguing the government's case is based on vague statements that cannot be used to prove fraud. According to the Reuters report, in a $5 billion suit, the U.S. government accused the rating agency of issuing inflated ratings on faulty products to drum up business before the financial crisis, despite company statements that its ratings were objective. Reuters related that S&P has vociferously defended itself in public since the case was filed in February in U.S. District Court in Los Angeles, denouncing the lawsuit as meritless and accusing the government of cherry-picking emails to misconstrue what its analysts did. The rating agency has also moved to consolidate in federal court a series of parallel lawsuits more than a dozen states have filed against it, Reuters added. In the Monday filing, S&P said the government cannot prove the company engaged in fraud, adding that the banks that packaged the structured finance deals themselves are ill-suited to being portrayed as victims of too-lax ratings, Reuters further related. "From start to finish, the Complaint overreaches in targeting S&P, a rating agency that did not create, issue, sell or receive any interest in any security at issue in the case," lawyers for the ratings firm, which is owned by McGraw-Hill Companies Inc (MHP.N), said in the filing, Reuters cited. * SEC Set to Fill Key Post -------------------------- Jean Eaglesham, writing for The Wall Street Journal, reported that Securities and Exchange Commission Chairman Mary Jo White this week is expected to appoint one of her longtime lieutenants, Andrew Ceresney, as her enforcement chief, according to a person close to the agency. According to the WSJ report, the announcement could come as soon as Monday, the person said. Mr. Ceresney declined to comment Sunday, WSJ said. WSJ related that the appointment, which has been expected, will be the first significant move by Ms. White, who was confirmed as head of the SEC, the nation's top securities regulator, earlier this month. The new team she is assembling will have to decide its enforcement priorities at a time when the number of cases is expected to fall, according to people familiar with the matter, WSJ further related. The agency is expected to file most of its outstanding cases related to the 2008 financial crisis by the end of this year, the people said, WSJ added. * FASB Issues Standard on Liquidation Basis of Accounting --------------------------------------------------------- The Financial Accounting Standards Board on April 22 issued an Accounting Standards Update that improves financial reporting by clarifying when and how public and private companies and not-for- profit organizations should prepare statements using the liquidation basis of accounting. ASU No. 2013-07, Presentation of Financial Statements (Topic 205): Liquidation Basis of Accounting, is effective for interim and annual reporting periods beginning after December 15, 2013, with early adoption permitted. Liquidation is the process by which a company converts its assets to cash or other assets and settles its obligations with creditors in anticipation of ceasing all of its activities. An organization in liquidation must prepare its financial statements using a basis of accounting that communicates information to users of those financial statements to enable those users to develop expectations about how much the organization will have available for distribution to investors after disposing of its assets and settling its obligations. "Stakeholders have requested guidance on when and how to prepare financial statements using the liquidation basis of accounting," stated FASB Chairman Leslie F. Seidman. "This standard addresses their concerns and reduces the diversity in practice that has resulted in the reporting of these activities." Under the new standard, an organization will be required to prepare its financial statements using the liquidation basis of accounting when liquidation is "imminent." Liquidation is considered imminent when the likelihood is remote that the organization will return from liquidation and either (a) a plan for liquidation is approved by the person or persons with the authority to make such a plan effective and the likelihood is remote that the execution of the plan will be blocked by other parties or (b) a plan for liquidation is being imposed by other forces (for example, involuntary bankruptcy). In cases where a plan for liquidation was specified in the organization's governing documents at inception (for example, limited-life entities), the organization should apply the liquidation basis of accounting only if the approved plan for liquidation differs from the plan for liquidation that was specified in the organization's governing documents. The Update requires financial statements prepared using the liquidation basis to present relevant information about a company's resources and obligations in liquidation, including the following: -- The organization's assets measured at the amount of the expected cash proceeds from liquidation. Included in its presentation of assets should be any items it had not previously recognized under U.S. generally accepted accounting principles (GAAP) for entities not in liquidation but that it expects to either sell in liquidation or use in settling liabilities (for example, trademarks). -- The organization's liabilities as recognized and measured in accordance with the guidance in other Topics that applies to those liabilities. Importantly, the organization should not anticipate that it will be released from having to pay those liabilities. -- Accrual of the costs it expects to incur and the income it expects to earn during liquidation, including any anticipated disposal costs. The final standard and a FASB in Focus document explaining the standard are available at www.fasb.org. About the Financial Accounting Standards Board Since 1973, the Financial Accounting Standards Board -- http://www.fasb.org-- has been the designated organization in the private sector for establishing standards of financial accounting and reporting. Those standards govern the preparation of financial reports and are officially recognized as authoritative by the Securities and Exchange Commission and the American Institute of Certified Public Accountants. Such standards are essential to the efficient functioning of the economy because investors, creditors, auditors, and others rely on credible, transparent, and comparable financial information. * Bankruptcy Lawyer Leonard H. Simon Named Top Attorney in TX ------------------------------------------------------------- American Registry, LLC on April 22 disclosed that Leonard H. Simon, a Texas-based lawyer who practices Bankruptcy & Creditor/Debtor Rights Law has been named a top attorney in Texas. The 2013 list of top rated attorneys in TX as published in the March, 2013 issue of Martindale-Hubbell includes Leonard H. Simon of Houston, TX for the practice of Bankruptcy & Creditor/Debtor Rights Law. This distinction is given to only a very small percentage of Houston's attorneys each year. Attorneys are only considered for inclusion in the list of top rated attorneys if they have attained a high degree of peer recognition and professional achievement across 12 indicators. Lawyers cannot buy their way onto the list. Leonard H. Simon commented on the recognition: "TX has so many excellent lawyers, it is an honor to be included in Martindale- Hubbell's list of top rated attorneys for 2013. I am grateful to my peers for their nomination." Mr. Simon has handled numerous large chapter 11 debtor cases and has represented secured creditors, unsecured creditors, creditors' committees and trustees in large chapter 11 cases over the years. Mr. Simon is also a commercial litigator, having first-chaired 6 complex commercial litigation cases that have been tried to a jury verdict. Finally, Mr. Simon has acted as lead counsel in numerous appeals in the federal and state system, including the U.S. Supreme Court, where he argued the famous bankruptcy case, Timbers of Inwood, and won in a unanimous decision. Following the announcement of Mr. Simon's selection for Martindale-Hubbell's list of top attorneys in TX, American Registry seconded the honor and added Leonard H. Simon to The Registry(TM) of Business Excellence. American Registry, LLC, recognizes excellence in top businesses and professionals. For more information, search The Registry(TM) at http://www.americanregistry.com Contact Information: Leonard H. Simon, Esq. Telephone: 713-528-8555 E-mail: lsimon@pendergraftsimon.com Web site: http://www.pendergraftsimon.com * Jackson Walker Picks Up 2 Bankruptcy Pros in Dallas ----------------------------------------------------- Jackson Walker L.L.P. has significantly expanded its Bankruptcy practice with the addition of partners Michael S. Held from Hunton & Williams L.L.P. and Monica S. Blacker from Andrews Kurth LLP. Mr. Held and Ms. Blacker bring significant experience and expertise to the firm, adding strength to a practice group distinguished by its sophisticated, solution?oriented approach to serving clients in all types of bankruptcy and workout matters. "We are delighted to have Mike and Monica as part of our team," said Jackson Walker partner Bruce Ruzinsky, who heads the firm's Bankruptcy practice. "They are not only two excellent lawyers, but lawyers who have seen their bankruptcy and workout practice grow and thrive during good times and bad." For over 22 years, Michael S. Held has represented a wide range of parties in out?of?court workouts and in?court restructurings, liquidations and contested matters. He has substantial experience representing creditors (both secured and unsecured), creditors' committees, debtor?in?possession lenders, acquisition entities, Chapter 11 debtors, and both plaintiffs and defendants in contested matters. Mr. Held has also worked extensively with landlords and REITs in real estate? and retail?related bankruptcy matters. Because many of Mr. Held's clients are either regional or national clients with Texas legal issues, Jackson Walker was a particularly good fit for his practice. "Jackson Walker is known for having quality lawyers and a great Texas presence," said Mr. Held. "This firm gives me a platform that allows me to pursue my practice in a Texas way and at Texas rates." Ms. Blacker represents debtors, secured and unsecured creditors, and creditors' committees in Chapter 11 bankruptcy proceedings and lenders in out?of?court restructurings. One of Ms. Blacker's most recent deals was named a "Chapter 11 Real Estate Reorganization of the Year" winner by The M&A Advisor. In that transaction, she led a team at Andrews Kurth that represented the special servicer in a Chapter 11 proceeding involving a $475 million secured note. In recent years, Ms. Blacker has gained particular expertise in representing servicers and special servicers on behalf of trustees in commercial mortgage?backed securities (CMBS) transactions. Ms. Blacker said she was drawn to Jackson Walker's collegial culture and looks forward to working as part of the team. "Jackson Walker has a great reputation in Texas," she said. "I felt like this was a great opportunity for business development, especially working with Mike, since our practices are very complementary." Both attorneys will practice in the firm's Dallas office. Jackson Walker L.L.P. has 125 years of experience in providing legal counsel to clients throughout Texas, the United States and internationally. The firm provides a strong regional base of more than 340 attorneys in Austin, Dallas, Fort Worth, Houston, San Angelo, San Antonio and Texarkana. * Leonard H. Simon Gets Martindale-Hubbell AV Preeminent Rating --------------------------------------------------------------- Martindale-Hubbell, a division of LexisNexis(R), has confirmed that attorney Leonard H. Simon still maintains the AV Preeminent Rating, Martindale-Hubbell's highest possible rating for both ethical standards and legal ability, even after first achieving this rating in 1984. For more than 130 years, lawyers have relied on the Martindale- Hubbell AV Preeminent(R) rating while searching for their own expert attorneys. Now anyone can make use of this trusted rating by looking up a lawyer's rating on Lawyers.com or martindale.com. The Martindale-Hubbell(R) AV Preeminent(R) rating is the highest possible rating for an attorney for both ethical standards and legal ability. This rating represents the pinnacle of professional excellence. It is achieved only after an attorney has been reviewed and recommended by their peers -- members of the bar and the judiciary. Congratulations go to Leonard H. Simon who has achieved the AV Preeminent(R) Rating from Martindale- Hubbell(R). Contact Information: Leonard H. Simon, Esq. Telephone: 713-528-8555 E-mail: lsimon@pendergraftsimon.com Web site: http://www.pendergraftsimon.com * Upcoming Meetings, Conferences and Seminars --------------------------------------------- June 13-16, 2013 AMERICAN BANKRUPTCY INSTITUTE Central States Bankruptcy Workshop Grand Traverse Resort, Traverse City, Mich. Contact: 1-703-739-0800; http://www.abiworld.org/ July 11-13, 2013 AMERICAN BANKRUPTCY INSTITUTE Northeast Bankruptcy Conference Hyatt Regency Newport, Newport, R.I. Contact: 1-703-739-0800; http://www.abiworld.org/ July 18-21, 2013 AMERICAN BANKRUPTCY INSTITUTE Southeast Bankruptcy Workshop The Ritz-Carlton Amelia Island, Amelia Island, Fla. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 8-10, 2013 AMERICAN BANKRUPTCY INSTITUTE Mid-Atlantic Bankruptcy Workshop Hotel Hershey, Hershey, Pa. Contact: 1-703-739-0800; http://www.abiworld.org/ Aug. 22-24, 2013 AMERICAN BANKRUPTCY INSTITUTE Southwest Bankruptcy Conference Hyatt Regency Lake Tahoe, Incline Village, Nev. Contact: 1-703-739-0800; http://www.abiworld.org/ Oct. 3-5, 2013 TURNAROUND MANAGEMENT ASSOCIATION TMA Annual Convention Marriott Wardman Park, Washington, D.C. Contact: http://www.turnaround.org/ Nov. 1, 2013 AMERICAN BANKRUPTCY INSTITUTE NCBJ/ABI Educational Program Atlanta Marriott Marquis, Atlanta, Ga. Contact: 1-703-739-0800; http://www.abiworld.org/ Dec. 2, 2013 BEARD GROUP, INC. 20th Annual Distressed Investing Conference The Helmsley Park Lane Hotel, New York, N.Y. Contact: 240-629-3300 or http://bankrupt.com/ Dec. 5-7, 2013 AMERICAN BANKRUPTCY INSTITUTE Winter Leadership Conference Terranea Resort, Rancho Palos Verdes, Calif. Contact: 1-703-739-0800; http://www.abiworld.org/ The Meetings, Conferences and Seminars column appears in the Troubled Company Reporter each Wednesday. Submissions via e-mail to conferences@bankrupt.com are encouraged. ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers" public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. A list of Meetings, Conferences and Seminars appears in each Wednesday's edition of the TCR. Submissions about insolvency- related conferences are encouraged. Send announcements to conferences@bankrupt.com/ On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. For copies of court documents filed in the District of Delaware, please contact Vito at Parcels, Inc., at 302-658-9911. For bankruptcy documents filed in cases pending outside the District of Delaware, contact Ken Troubh at Nationwide Research & Consulting at 207/791-2852. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors" Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Howard C. Tolentino, Joseph Medel C. Martirez, Carmel Paderog, Meriam Fernandez, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 2013. All rights reserved. ISSN: 1520-9474. This material is copyrighted and any commercial use, resale or publication in any form (including e-mail forwarding, electronic re-mailing and photocopying) is strictly prohibited without prior written permission of the publishers. Information contained herein is obtained from sources believed to be reliable, but is not guaranteed. The TCR subscription rate is $975 for 6 months delivered via e-mail. Additional e-mail subscriptions for members of the same firm for the term of the initial subscription or balance thereof are $25 each. For subscription information, contact Peter A. Chapman at 215-945-7000 or Nina Novak at 202-241-8200. *** End of Transmission ***